Lost in a Winter storm
by Twistedfangirl
Summary: "They told me it was an honor to train under the Winter Soldier." Her name is Frostbite and she has been trained by Hydra for as long as she can remember. Now she is thrown into a world where everything she has been taught is no longer assured. Between running from her rising past and searching for her lost friend, Frostbite's life will never be the same.
1. Chapter 1

**A/N: I'm supposed to be writing two other fics right now but this plot bunny went rabid and projectile vomited out of my brain. This is not a romance btw. It's totally platonic in nature. I think. It should stay that way. Don't quote me on that. My muse is very forceful.**

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I don't remember anything from before. All I remember is Hydra. They must have wanted it that way though. In fact, my earliest memory is when I first met The Winter Soldier. I was barely eight and he was cold and emotionless, but he was familiar. I didn't know why, I still don't, not really. I took to him and when he started to train me, it was gently, despite his super strength and metal arm. He never hurt me enough to break a bone or give me a concussion. He was the closest I ever had to a friend.

I was supposed to be copying the words from the English copy of _The Hobbit_. Most of it didn't make sense, though I had read the Russian version over three times. They said my learning was increased by the serum that they gave me last year. Unfortunately, I was bored out of my mind. The English alphabet made no sense and I couldn't figure out the logic behind it. I had tried to argue my way out of learning it but Dr. Ellicott insisted that it was very necessary that I learn. At eight, I wasn't the best negotiator. The door to my room opened and I looked up from my doodling.

"Child," the agent peered through the door. That was my name. I was sure I had another name, before, but I couldn't remember. I thought it might of started with an 'e'. They told me that I had been nothing but a homeless orphan before. I wasn't sure but being an orphan sounded right.

"Yes, sir?" I got off my bed.

"Follow me," he left the room with me on his tail. We wove through the chilly corridors of the compound. Occasionally we passed a window. It snowing outside, which wasn't surprising in Russia during the winter. We entered the gym and I was surprised to see Mr. Zola standing with someone else. I gaped at his metal arm.

"Woah," I said and the man spun. He looked confused and slightly nervous.

"Child," Zola said in his thick German accent, "This is the Winter Soldier." I had walked up so I was standing in front of the tall imposing man.

"Nice to meet you, Winter," I said holding out my hand. I knew how this worked; I also knew it drove the scientists nuts when I called people by their first names.

"He will be training you in combat," Mr. Zola said, grimacing at what I called this 'Winter Soldier'.

"I'm going to learn how to fight?" I squealed, my eyes growing huge. "Thank you, Mr. Arnim."

"Call me Dr. Zola," he snapped.

"Of course, Mr. Arnim," I smirked mischievously. He rolled his eyes before turning to the soldier.

"Soldier," he commanded, "teach her everything you know." Zola left me alone in the room. Winter stared at me, a look of horror on his face.

"Have I grown cat ears or something?" I asked, "'cause you look terrified." He didn't answer. "Not the talkative type," I gave him a broad grin. "That's okay. I talk enough for four people." I kept chattering on and noticed that the look of horror had changed to annoyance.

"Shut up!" he finally shouted. I snapped my mouth shut, trying to hide my smirk. One thing I prided myself on was my ability to piss people off. He huffed. "Do you know anything about fighting?"

I shook my head.

"Fantastic," he grumbled.

I was escorted into the cafeteria by a soldier. His hair was shaggier than most and he was likely to get it cut soon. I fingered my own brown hair. It was kept short because Dr. Zola said there was no time for vanity.

I got small portion of food and scanned the room. In the far back corner, Winter sat alone. I grinned as I scurried over and sat next to him. I didn't anything as I started to eat and ignored his occasional glances in my direction.

"What are you doing?" he asked, his voice devoid of emotion.

"Sitting with you," I said with a devilish grin. "I think I remember you from before. I don't care how Mr. Sanders says otherwise."

"Sanders?"

"Everyone else calls him Dr. Ellicott but I hate last names. Probably because I don't have one," I shrugged. Winter didn't reply; he just kept eating his pot roast.

"You sitting with your crush, eh Frostbite?" one of the soldier yelled. I pulled my eyebrows together and glared in the direction of the soldier.

"Ooh," one of the other soldiers laughed, "Frostbite. That's good." I considered the name for a moment before nodding. I could deal with being called Frostbite. At nine. I finally had a name.

I spun and blocked the hit directed my way. I dove down and hooked my arm around his ankle, tugging his leg up and throwing him off balance. I froze though, when I felt a cold blade on the back of my neck. I looked up at Winter whose expression was blank.

"I can only move so fast," I muttered.

The door to the gym opened and Dr. Ellicott strode in.

"There is a mission for you two," he announced. Next to me Winter stood up straighter and nodded. "Follow me," he said as he left. I quickly scrambled after to as he led us to our armoury.

"Since it's your first mission we wanted something simple," he told us. "We have a hostage situation down in western Mexico. At least four of our agents are being held along with about five technicians. Your job is to get them out."

"Sir?" I asked in a small voice. "I'm twelve and your sending me out to fight fully trained mercenaries?"

"You have the best training we can afford. You've trained for four years nearly nonstop with the asset-"

"Winter," I corrected automatically. I hated how he didn't get a name but I did. He was always just the asset and I hated it. He had a name, Winter.

"You've been trained by _Winter_ and should do just fine. This is a level 1 mission. All it should require is taking out the heads and getting the hostage out." He grit his teeth at my reluctance. I bit my lip before nodding.

The plane flew high in the air, passing cities and jungles as we approached the target location. My job was simple. I was to find the hostages and protect them while the STRIKE team got them free. Winter was going to find the men in charge and take them out.

I pulled the straps of my parachute a little tighter, nervous that I would slip right out of it. It wasn't built for a small twelve year old girl.

I was the first to jump from the plane and I landed about a quarter of a mile outside the enemy camp. I unclipped the parachute and began to creep through the lush greenery. It was loud in the forest from all the wildlife. I reached the edge of the camp and peered through a clump of tall ferns. The camp wasn't terribly large but the enemy was formidable enough to pose a challenge. The four agents were chained to a tree, while the technicians were chained together in a circle on the opposite end of camp. Men in black berets walked around the camp, pistols on their hips and rifles on their back.

I took a deep breath before bursting out of the bushes laughing and grinning. I needed to look innocent. Immediately guns were pointed at me. I let my lip wobble as I stared at all the men with big eyes.

I started spouting nonsense in Bulgarian. I was pretty sure none of them spoke that. The men blinked at me and the leader revealed himself by motioning for everyone else to lower their weapons.

He crouched in front of me. "Do you speak English?" he asked with a thick spanish accent. I bit my lip and shook my head. I began spouting Bulgarian between sobs. The man cringed at my tears and began to shush me desperately. "How about Spanish?" he asked in the language. I shook my head. I switched to Russian.

"She is speaking Russian sir," one of the other men said, his accent telling me he spoke my native language.

" _What's your name?"_ he asked when the leader motioned him forward.

" _G-gwen,"_ I stammered.

" _What are you doing out here?"_ I was surprised at the kindness in their tones but I knew my mission. I bit my lip. I didn't know the story here but they seemed like they merely had a personal vendetta against HYDRA. I glanced at the four agents chained to the tree. They were my mission. I had to save the hostages. Let Winter deal with the enemy; it's what he was good at.

"I came for them," I hissed as I kicked the man in the face. I dove behind a tent as Winter and our backup team charged in. I ran to where the four agents sat and handed them a knife telling them to cut the rope. The technicians had been cut free when I had everyone's attention and I made my way over to them with the four agents following after. They were unarmed and would sit out this fight. I ushered the men and women into the trees but just before I was out of danger an arm wrapped around my throat.

My instincts kicked in instantly. I kicked up and flipped so that I was kneeling on his shoulders. A sharp punch to his temple knocked the man out cold. I took his beret and with a shrug pulled it on.

Winter was fighting a man that I swear was twice his size, not something we saw on a regular basis and I moved before I could think it through. I dashed through the fighting and with a leap I jammed my knife into the man's throat. The man froze and a gurgling sound came from his mouth as blood began to spurt from the wound. I backed away and watched as the man toppled over. He was dead.

I didn't notice how most of the other fights stopped as the men stared at the dead giant. I didn't notice as they surrendered because 'they weren't crazy'. I did notice Winter prying the bloody knife from my hand and practically shoving me out of the clearing because I was no longer thinking anything but that I had just made my first kill. I hated it.


	2. Chapter 2

**A/N: So I decided that since I had this chapter done I would publish it despite my plan to do all the pre-CATWS chapters first. Instead I'm going to throw in the occasional non plot related flashback that just sort of fleshes Frostbite out. Don't hate me for it.**

 **Also, this is going to go post-CATWS too so don't be thrown off by it following the plot. I swear it's only like the first four or five chapters maybe. I have great plans for this fic. If I can finish it.**

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"Focus," Winter snapped, pulling my eyes away from the scientists in the corner. "You let your guard down for even a moment," his flesh arm shot out and shoved me over, "you're dead."

I nodded and got carefully to my feet. My problem had always been my attention span. I was so easily distracted; I was like a puppy in a toy store, that smelled like ham. I licked my lips at the thought of the food.

"Frostbite," Winter called my attention back. "I swear you have less focus today than normal."

"I'm hungry and hormonal," I shot a dirty look at Dr. Everstein. "It's not my fault I'm eighteen forever." Dr. Everstein had screwed up one of the serums when he first started out fifty years ago. It was supposed to lower my hormones and make me less moody; instead I just stopped aging, permanently.

Winter grimaced and stood up straight. "We have a mission."

"Ya," I shrugged, "Tomorrow. I'm hungry. Growing teen right." Winter snorted and out of nowhere attacked. He may have super soldier strength, but his size slowed him down and I had super soldier speed. I slipped out of reach. "Poor sport," I grumbled as I got into a fighting stance. We circled each other before he once again attacked. I wasn't supposed to fight back; I was supposed to dodge every hit. I actually lasted longer than normal but I landed on the side of my foot and ended up falling right into one of his punches. His fist slammed into my collarbone and I flew back. "Ow," I groaned as I rubbed the spot he hit.

"If you wore shoes you wouldn't fall as often," he scolded harshly.

"Not really," I mumbled as I got to my feet and returned to my fighting stance.

"Keep your feet pointed the other way," he walked over and gently nudged my foot to the right position. His face was flat and emotionless the whole time. Some of the scientists found it unnerving but I had been around him for about fifty years off and on because cryosleep. They only put me on ice occasionally but I still hated every moment of it. Waking up was so painful.

Winter snapped his fingers in front of my face. "Sorry," I said, trying to focus on what was going on.

"I think it would be best if you were done for the day," one of the scientists spoke up. Winter stiffened before nodding and walking to the door.

"Bye Winter," I said sadly. We weren't allowed to be around each other unless we were training now. Apparently I used to follow him around like a lost puppy but they stopped that when I turned ten. I guess they didn't want to encourage familial affection, or any affection for that matter. I sat down on the mat and began to stretch.

"I said we are done, Frostbite," the scientist said sharply.

"If you don't stretch after an intense workout, and anything with Winter is intense," I rolled my eyes, "you get sore muscles. Wouldn't want that before a mission, would we?" I blinked innocently but by the look on Dr. Everstein's face, I wasn't going to be able to get away with the innocent child look. For all intents and purposes, I had thirty-five years of life experience now, I think. I got to my feet and followed the agents out of the room.

They guided me to the cafeteria but when I went to sit with Winter at our usual table I was instead shoved to a table where none other than the STRIKE team sat. I knew the rules. I kept my eyes downcast and began to pick at my food halfheartedly. I guess one good thing about not looking my age was it kept away some of the creeps. Mostly they were just bullies; Most of the agents either bullied or ignored me. I liked being ignored. I got away with more.

"How did the pirate thing go?" one of the other agents asked sitting down next to the leader, Rumlow.

"Fine," Rumlow sounded slightly bored. "Rogers jumped down and took out half the ship himself. It went smoothly." I scrunched my eyebrows at the name. Rogers. Why was that name significant? I occasionally listened to the agents and soldiers conversations but mostly I tuned them out, occasionally glancing over my shoulder to where Winter sat. If he showed emotion I would have said that he was upset but considering that that was his resting face, I couldn't be sure. Either way I shot him a small smile when we made eye contact. He just stared back at me, emotionless. I sighed and went back to picking at my food.

"Hurry up," the soldier next to me snapped. I shot him a glare as I took a bite of the canned broccoli. It tasted like cardboard and was flaccid. I chewed slowly, ignoring the dark looks that the soldiers who were in charge of me today kept sending my way. The clock on the wall said that it was the middle of the night and I hoped I was keeping them from their beds.

Unfortunately, I could only put off finishing my food for so long before I sighed and stood from the table. The soldier that had been glaring at me for the past ten minutes snatched my tray from the table before storming away. I followed a different soldier to my sleeping quarters where I was left alone.

I didn't have a clock so I didn't know the time when the door was opened.

"It's time for your mission." It was Agent Rumlow himself; I was surprised. Normally Rumlow was sent to keep an eye on Winter as he was the more dangerous one.

I followed him out to the front of the compound where he left me to wait for Winter and our orders.

"I want the man dead," Pierce said to the two of us. I nodded and Winter just continued to stare straight ahead. I sometimes wondered if all the times his memory had been wiped had left him with brain damage. A soldier grabbed my arm and shoved Winter and I into the back of a fake police car. I scooted so I was sitting right next to Winter, leaning on his metal arm.

"What?" he grumbled when I gave it an impatient tug.

"Why are we killing the man?" I whispered so that only he could hear. He shot me a glare so sharp I was suddenly reminded that he was stronger and more adept at killing mercilessly than I am. "Nevermind. Don't ask questions." I quoted my training. I stared out the window as we made the long drive to Washington DC. It was quiet in the car and I shifted in my seat, just slightly moving closer to the already defensive Winter. He scowled at me for a moment but didn't push me away.

"I'm going to drop you two off at the next intersection," the agent driving said. I straightened up and began to systematically check all of the weapons strapped to my body.

The car barely paused for Winter and I to climb out but I ran straight to the median and slipped between two of the bushes. Winter followed right after.

The soldiers that were sent to attack the target weren't required to kill. If one of their bullets happened to hit it, great. Mostly they were just herding the target to us where we were required to kill it.

"We've got him down your street," a voice said through the comm. Winter didn't even hesitate before walking into the middle of the road. Up ahead a heavily damaged SUV was racing down the street. I jogged up behind Winter as he pulled out my favourite explosive.

It was shaped like a frisbee and was magnetic, so as he shot it, it glided down the road. When the target drove over it, the bomb attached itself to the bottom of the car. It exploded. The car flipped forward, landing on its top and grinding down the road. I went to rush over to it but Winter grabbed my arm gently holding me back as we strode toward it. He liked dramatics just a tad. He grabbed the door of the car as we reached it in his metal hand and ripped it off. I crouched down, my silenced pistol in front of me, ready to shoot the man but all that was left behind was a large hole in the ground where he had escaped. I growled in frustration. I didn't like killing people, but I didn't like failing more. I was always punished for screwing up. Winter did too, technically. They wiped his memory after every mission which was punishment enough. I shivered at the memory of when they had made me watch.

"Focus," Winter snapped softly. I shot to my feet.

"Did you get him?" Someone asked over the comm.

"Negative."

"Track him down, Frostbite. Soldier, meet us under the bridge," I made eye contact with Winter before jogging back to the demolished car and slipping into the hole.

Thankfully the hole did not lead to the sewers but to an old subway tunnel. I searched the ground around me and eventually spotted yet undisturbed footprints. I took off at a run down the tunnel, pausing at intersections to check the direction the target went. The footprints stopped at a manhole cover and I carefully climbed out. I pulled out my GPS and noted nearby SHIELD locations. Just across the street was Captain America's apartment and was the most likely location that the target went to.

I slipped in through the window in the kitchen and crept behind the bookshelf. I could hear the record player going in the other room and assumed that was some sort of signal to warn Captain America. The sun was just setting and I couldn't help it when my eyes strayed to the bookshelf next to me. On the bottom shelf, nearest the wall was a small photo album. I kept berating myself, reminding me that it was bad to learn anything about the target but my eyes kept straying back to it. I bit my lip as I carefully slid it from it's place. The cover had a picture of a really scrawny guy who looked like he hadn't eaten well in months. I opened to a random page.

A picture of the same scrawny kid crouched in front of a little girl who was holding out a stuffed cat. A picture of the same toddler in a dress hugging the same stuffed cat. The little girl holding a real cat. The scrawny kid with an older woman. The scrawny kid and, my brow furrowed, someone who looked like Winter. Two older women, the scrawny kid and the Winter lookalike, and two toddler age girls.

I paused. I recognized that face. I blinked in confusion as I realized that all of the faces in the album were familiar but I couldn't place them.

I flipped a page. The same older woman with the Winter lookalike.

I looked up and noticed my face in a full length mirror behind me. I glanced around before pulling off my mask. I glanced at the older woman's picture and then at the mirror. We had the same nose. A memory at the back of my mind stirred but before I could access it the window in the kitchen slid open. I froze and slid farther into the shadows.

Captain America crept through the kitchen and down the hall, his shield in hand his motions guarded. He never even noticed me; lucky him that he wasn't my target. He peered around the corner cautiously for a moment before relaxing and leaning against it.

"I don't remember giving you a key," he said. I had been right about it being the target in the living room.

The target made a noise between a yelp and a groan, "You really think I'd need one?" A pause. "My wife kicked me out."

"I didn't know you were married," Steve said, his voice was still suspicious.

"A lot of things you don't know about me."

Steve turned the corner and flipped on the light. "I know Nick," definitely the target then, "that's the problem." Another pause and the light flipped off. A longer pause.

"I'm sorry to have to do this but I had no place else to crash," the target said. A pause. I was wondering what was causing such large pauses in the conversation and began to creep towards the conversation.

"Who else knows about your wife?" Captain America asked.

The target grunted and I assumed he had stood up. "Just," a sigh, "my friends."

"Is that what we are?" Captain America sounded hostile again.

"That's up to you." The moment exploded as three gunshots split the calm and the target cried out. That was my chance. I dashed into the room, leaping over the target's body and turned to make eye contact with Captain America. I gave a malicious grin as I opened the window and shot a grappling hook out. The Captain was too busy pulling the target's body out of the way and across the way on the opposite building's roof, Winter caught the hook with his metal hand. I leapt out the window with a whoop and climbed up the rope until I was on the roof with Winter. He attached the sniper rifle to his back as he turned to look at me.

"They were talking in code," I told him quickly, "but the target told the Captain that SHIELD is infested." He nodded and we took off running. A crash behind us told me that Captain America was chasing and I pushed myself to run faster. That was something I had over Winter. What I lack in super strength I made up in healing and speed. I was fifty percent faster than Winter at full speed. The building was bigger than I expected and when we reached the far side I didn't even hesitate before jumping off the edge and rolling on the roof of the next one. I kept going, ready to climb down the side and call a pick up but Winter was slowing down. He wasn't tired, I knew that but he sure was going slower than normal. I glanced back just as Captain America rolled onto the roof behind us and threw his shield. Without even hesitating, Winter turned and caught the shield in his metal hand. I stepped up to his side as he threw it back at the Captain and immediately after we slipped over the side and into the shadows at the base of the building.

I glanced up and made sure that the Captain was gone before Winter and I slipped away.


	3. Chapter 3

"Tell me about the shooter," Natasha said as they watched the surgery.

"They're fast. He's strong," Steve said, "Had a metal arm."

"And the girl," Natasha glanced over at Steve.

"Her hair was loose, brown, I think," his brow furrowed at the memory of the girl. "She looked familiar, but I couldn't place her. She left her mask in the apartment."

"She was in your apartment," Natasha raised her eyebrows.

"Going through my photo album," he snorted. "My favourite family picture is gone. One of the few with my mom, sister, Bucky's family, and I."

"You have as sister?" she asked.

"Ya, Elaine," Steve sighed. "She was born a few months before my mom contracted TB. My aunt took her in. She looked just like my mom did as a baby."

"What happened to her?"

"She went missing a few months after I went under the ice," he grimaced. "They wrote it off as any other kidnapping of an six year old girl but she was related to me."

Agent Hill walked in.

"Ballistics?" Natasha asked.

"Three slugs, no rifling," Hill watched the surgery as well, "Completely untraceable."

"Soviet-made," Natasha finished. She was very pale.

"Yeah," Hill gave her a slightly confused look.

Fury's heart rate started to go haywire and the doctors rushed around, trying to stabilize the man.

"Don't do this to me Nick," Natasha said softly, giving a rare show of her emotions. She continued to mumble this as they used the defibrillator. After they used it twice they gave a shot of adrenaline, and there was still no response. Captain America walked out of the room just as the doctors recorded his time of death.

I sat in the conference room next to Winter, tapping my foot, my knee bouncing up and down.

"Mission report," Pierce stood in front of us, his arms crossed.

"It was a success," Winter told him; his voice was robotic and emotionless, but it tended toward that all the time.

"Who is Captain America?" I blurted out. Next to me, Winter stiffened. I wasn't supposed to speak at mission reports. I always said the wrong thing and got myself in trouble.

"He is an Avenger and works closely with SHIELD," Pierce said carefully.

"No," I really wished I would shut up but my mind had yet to catch up with my mouth. "Who was he, before he was Captain America?"

"You don't need to know that, Frostbite," there was a clear warning in Pierce's voice and from the look of almost worry in Winter's eyes, I was doing something really stupid.

"Because, I found this photo album," I was already six feet deep, might as well go the whole ten. "There was a picture of this skinny guy and an older woman and a little toddler. There was one with someone who looked like Winter and a different little girl and a woman. They looked really familiar. In fact, I have the same nose as one of the woman." I took a deep breath. "Who am I?" Pierce's eyes narrowed menacingly and next to me, Winter started to tap his finger on his leg in morse code.

 _Idiot._ I stared down at my feet. I knew I was going to get it, but I was not going to let this go.

"Who was Captain America?" I looked up and met Pierce's eye, "Who am I?" A sharp slap across the face broke the eye contact and I stared at the ground again.

"Put her in solitary without food," he ordered. "We'll bother with the rest of the punishment after the mission. We need her at the top of her already short game." I felt hands close around my upper arms and pull me sharply towards the door. I glanced over my shoulder and caught Winter's eyes. He was tense and his fists were clenched. If I hadn't know any better, I would have said that he wanted to defend me. He wouldn't of course. Winter was the perfect soldier.

It was two members of the STRIKE team that were dragging me down the hall. Agent Rumlow walked briskly in front of us, occasionally glancing back to make sure I wasn't struggling.

Solitary was loathsome. I was a social person by nature and to be left alone for hours on end left me a nervous wreck. I ran my fingers along the wall, trying to orient myself in the dark. Already I could feel the panic welling up in my stomach from the suffocating darkness. I curled into a ball in the corner and stared at the small amount of light that bled around the door intently.

Steve shoved Natasha into an empty exam room and up against a wall.

"Where is it?" he demanded.

"Safe."

"Do better."

"Where did you get it?" she asked.

"Why would I tell you?"

Natasha narrowed her eyes. "Fury gave it to you. Why?"

"What's on it?"

"I don't know."

"Stop lying-"

"I only act like I know everything, Rogers."

A noise in the hallway caused Steve to look up.

"I bet you knew that Fury hired the pirates, didn't you?" Steve accused.

"Well it makes sense," Natasha said. "The ship was dirty, Fury needed a way in, so do you."

"I'm not going to ask you again," Steve snarled.

"I know who killed Fury," she burst out. Steve let go of her arms. "Most of the intelligence community doesn't believe that they exist. The ones that do call them the Winter Soldier and Frostbite. They're credited with over two dozen assassinations in the last fifty years."

"So they're a ghost story." Steve said doubtfully.

"Five years ago, I was escorting a nuclear engineer out of Iran." She explained. "Somebody shot out my tires near Odyssa. We lost control, went straight over a cliff. I pulled us out but the Winter Soldier was there, his sidekick hovering behind him. I was covering my engineer and when the girl charged straight at me I went to block and accidently gave him a clear shot. The girl got a knife in my gut before pulling back to her position behind him." Natasha pulled up the side of her shirt showing an old scarred knife wound. "The bullet was a soviet slug, no rifling. Bye bye bikinis."

"Ya, I bet you look terrible in them now," Steve deadpanned.

"Going after them is a dead end," Natasha told him. "I know, I've tried." She held up the thumb drive. "Like you said, 'they're a ghost story'."

Steve stared at the stick intently for a moment before grabbing it from her. "Well let's find out what these ghosts want."

I don't know how long I sat without moving but at some point I began to doze off until I was jerked awake by the door opening. An agent stood nervously in the doorway. I stumbled to my feet, my eyes narrowed to the bright light.

"You have fifteen minutes to prepare for the mission," he stammered. I don't know why he was so nervous, I wasn't as volatile as Winter. Of course he might be worried that I was crying. I've been known to do that in solitary.

I followed the agent to the prep room where we met up with Winter and his escort.

"What are we doing?" I asked.

"The target was located with Agent Sitwell and we're tracking them right now. You are going to go and do what you do best," Rumlow stood by the door, his arms crossed, watching as various weapons were strapped to Winter and I.

"Who's the target?" I asked innocently. Rumlow narrowed his eyes.

"Like always," he said slowly, "you don't need to know that."

"Just curious, Rumlow," I faked a laugh. "No need to get defensive."

"When you get 'just curious', we all get in trouble, Frostbite," he warned. I stared at the ground and fingered the knife strapped to my thigh. He was right. I had gotten the entire STRIKE team in trouble when I convinced them to take me outside, 'just for a moment'. In Rumlow's defense, he had been brand new, I had been an eighteen year old brunette with a cold, who looked pitiful despite the fact that I had already been out on eleven assassination missions. They hadn't yet known that I was conniving and slippery.

"Come on," Winter said as he walked by. I immediately fell in step behind him with a small smile.

The Jeep was crowded and I was shoved in the back between two mercenaries while Winter sat up front. I was surprised that Rumlow wasn't coming with us but he was 'too busy'.

"We're three cars back from them," the driver started rattling off. "The asset will go in and get the car stopped while we approach as backup. Frostbite, you'll stay behind with us." I nodded sharply. I didn't like staying behind but I wasn't going to argue. We passed the three cars and pulled up alongside the target. Winter climbed out the door and leapt onto the roof of the target's car. Immediately we dropped back as Winter threw what I assumed was Sitwell into oncoming traffic. I grimaced at the sound of his body crunching against the front end of a semi truck. We were two cars behind them now and I stood in my seat, ready to tuck-n-roll onto the freeway if Winter needed my help. A hand on my wrist held me back and I sent a glare at the mercenary who was holding me in and wrenched my wrist free. I glanced up in time to see Winter get thrown from the top of the car. He flipped in mid-air and landed in a crouch using his metal arm to slow his momentum. He stood slowly, dramatically.

"If you don't want to get thrown from the car," the mercenary who was driving said, "you might want to sit down." He sped up and I sat down just before we rammed into the back of the little sedan that held our targets. Just before they hit Winter, he jumped and landed on the top of their car. The targets tried to throw him off again by slamming on the brakes but our jeep was bigger and they just wore at their tyres. Winter got up and slammed his hand through the front windshield and ripped out the steering wheel. He jumped onto the front of the jeep as the target tried to shoot him.

The little car was losing control as it sideswiped another little car. One more bump from us and the car lost control completely, bouncing off both barriers and flipping. While in midair its occupants fell to the ground, sliding on the door, no, a shield. I knew who the targets were now. I cursed under my breath as we past their slowing forms and pulled to a stop. I was the first one out of the car, falling in step beside Winter as one of the mercenaries handed him a rocket launcher and me a semi-automatic rifle. I hooked in over my shoulder, waiting for Winter's signal. I wasn't going to do any more than I had to on this mission. I had questions that I felt Captain America could answer; I couldn't ask him if he was dead.

Winter didn't even hesitate before shooting at the Captain. Captain America shoved Black Widow out of the way, his shield taking the hit from the rocket and throwing him over the edge.

"I've got him," I told him in Russian. The mercenaries spoke only disjointed English and we needed them in the loop. I ran to the edge and used a car as leverage before throwing myself over the edge. The rope caught about three quarters of the way down and I released it to drop the rest of the way. It was risky but I was in a rush. The bus he had landed in was on its side, the utility truck that had hit it stopped. I sprinted to the back end and was able to get through the crowd by shouting in Russian and holding up my pistol. It felt good to hold that much power in my hands. I never had any power. The crowd cleared and I forced my way into the bus, quickly spotting the incapacitated Captain America lying on the glass covered ground. I made my way to his side and crouched down. He was unconscious but I knew he would wake up soon. I nudged his head gently and was surprised when his eyes flew open. He got to his knees, watching me cautiously. I tilted my head.

"I don't think you should be dead," I told him in my light Russian accent. "But Winter would be upset if I screwed up. Not to mention my boss."

"Then why aren't you killing me?" He asked slowly getting to his feet. I stood as well and frowned at the height difference. I was over half a foot shorter than him.

"Well," I shrugged, "if I attacked you now, I'd lose, even if I am faster. You are much stronger."

"I was unconscious," he was backing away. "A knife to the throat would have killed me."

"You owe me answers," I smirked. I glanced up at the three warning shots. I needed to get out of the bus. I drew my knife. "But I still have a job. Now get out of here before I'm forced to do it." Captain America hesitated for a moment before running toward the end of the bus. I used the seats as a lift and pulled myself up through the broken windows, ignoring how they shredded my hands. I made eyes contact with the mercenary that held an enormous machine gun. I ran lightly over the top of the bus and jumped off just as they started shooting. I made sure I was out of the way when Steve dived out of the bus and grabbed his shield, using it to block the bullets. I kept my distance, stalking along the side. I was amazed when he was able to make the bullets ricochet in such a way to go back at their owner. He charged at the main machine gunner and tackled the man, throwing his head into the car he was standing on. I glanced up to see the man who had been driving on top of the bridge, trading fire with one of the mercenaries. He said something to the Captain and the Captain took off in the direction that Winter had gone. This is where my hard part came in. I took off after him.

I caught up quickly and tackled him to the ground and immediately leaped up off of him.

"I thought you weren't going to kill me," he shouted as I ran in and slashed with my knife. He dodged and made a grab for my wrist but I was faster and pulled away.

"That isn't my job," I slashed again, aiming for his right arm.

"But you said-" He paused and I landed a slash on his arm. He slammed his shield forward throwing me back. I groaned and got to my feet slowly. He probably bruised my ribs.

"That is Winter's job," I crossed my arms as I heard an explosion from down the street a ways. "My job is to distract you." I charged forward again, ignoring the pain in my ribs and this time didn't back off when he retaliated. He got tired of the game and with a sharp smack to my head, I passed out.

My head hurt when I came to but I ignored it staggering to my feet. _Winter_. I jumped to my feet and stumbled down the street. Winter was fighting hand-to-hand combat with Captain America. The Captain had his shield in Winter's arm. He hit him in the face with the shield. He grabbed Winter's face and flipped him over. Winter rolled to his feet, his mask left behind on the ground. I stumbled forward the world still spinning, though much less than before.

Winter turned to face the Captain. Captain America straightened up. "Bucky?" the disbelief, even betrayal in his voice was potent. Winter furrowed his eyebrows.

"Who the hell is Bucky?" he held up his gun to shoot the Captain but a man with wings came and kicked him over.

"Winter!" I yelped and tried to step forward but the ground tilted and I fell over. I got unsteadily to my feet as a car exploded next to Winter and he was gone. Sirens filled the leftover silence. I leaned heavily against the car next to me as one of the STRIKE vehicles stopped next to me. A person was helping me walk over to the van but I pulled away.

"I'm fine," I snapped. I was better now than before, my super healing already having kicked in enough to leave me stable. I made my way carefully over to where Rumlow was, knowing that if I even looked half as bad as I felt that I wouldn't be able to convince them.

Rumlow pulled the Captain to his feet and began to shove him into the back of a van.

"I want to guard them," I said loudly. Rumlow turned to me and raised an eyebrow before stepping closer. He grabbed my chin and examined my eyes for a moment.

"You have a concussion," he let go of my chin. "No way are you in getting in there."

"Ah come on," I whined. I felt like a child but it sometimes worked. The STRIKE team was in charge of babysitting me often enough to have grown either fond of me or to loath me. I still wasn't sure which.

"No," he said firmly. "Now go find a nurse." I considered refusing purely on principle but decided against it and stomped off to find a one of the nurses rushing around.

* * *

 **A/N: And another chapter down. I'm currently working on the next one but it's slow going. I'm uber busy this week 'cause I have dance camp. I'll have it up by next week hopefully.**


	4. Chapter 4

I stood off to the side of the lab, watching Winter as one of the doctors, or was he an engineer, worked on fixing the damage Captain America had done to his metal arm. I wanted to talk to him, to tell him about how I felt that there was a connection between us and Captain America's past but I wasn't allowed to. I was being kept shoved in a corner. Every time I tried to step out one of the STRIKE agents would snap at me and I would go back to cowering in the corner. Winter stared straight ahead, his face blank but his eyes betraying his running mind. I was one of the few who could almost read him.

Winter suddenly jerked forward, pain filling his face. He twitched and the horror on his face made me cringe. I couldn't help calm him down; they wouldn't let me out of the gosh danged corner. Winter straightened up sharply and swung his metal arm, throwing one of the engineers against the wall. His hands were balled in fists and he was breathing heavily. The STRIKE team was immediately pointing their guns at him and I rushed forward, dodging the men that tried to stop me.

"Winter," I said his name calmly and confidently. He was dangerous yes, but I didn't need to act like it and set him off. He didn't react. I sat down on the swivel chair next to him. "Winter," I said a little more forcefully.

The door to the room opened and I glanced up to see Mr. Pierce walk in followed by Agent Rumlow and someone else. Pierce gestured for the STRIKE team to lower their weapons as he stopped in front of Winter and I, shoving his glasses into his jacket.

"Mission report," he demanded. Winter stared ahead, unblinking, his eyes glazed like he was seeing something that we couldn't. "Mission report, now." I bit my lip nervously, because Pierce only had eyes for Winter. I wasn't allowed to answer Pierce in order to protect my friend. Pierce took a couple of steps and leaned over so that his face was level with Winter's. I flinched as Pierce slapped Winter hard enough to make him cry out. Winter took a deep breath as he looked up, his brow furrowing in confusion.

"The man on the bridge?" he asked, "who was he?"

Pierce paused slightly before answering. "You met him earlier this week on another assignment." Winter stared off into space for a moment.

"I knew him," he said quietly. I started to jiggle my leg nervously. It was unlike Winter to take risks like this. He did what he was told, end of story. I glanced up and caught Rumlow's eye but he shook his head, warning me to keep quiet.

Pierce sat down on a different swivel chair. "The work the two of you have done has been a gift to mankind. You've shaped the century and I need you to do it one more time."

Winter was starting to pout, the anguish in his face apparent.

"Society's at a tipping point between order and chaos," Pierce continued. "Tomorrow morning we're going to give it a push, but if you don't do your parts, I can't do mine."

Winter swallowed shakily. I felt doubtful of Pierce's words but I never argued. It wasn't my place to do so.

"And HYDRA can't give the world the freedom it deserves," he finished. Winter shook his head with a grimace.

"But I knew him," his voice cracked slightly and I gently touched his arm, trying to lend some kind of comfort. He didn't even glance at me.

Pierce considered Winter's words for a little too long. His eyes glancing to where I was now clutching Winter.

"Prep him," Pierce ordered.

"He's been out of cryofreeze too long," the scientist in a bowtie said nervously.

"Then wipe him and start over," Pierce said, no sympathy whatsoever.

"No," I startled myself by speaking out. Pierce turned to me slowly. I cautiously released my hold on Winter's arm and stood up. The disapproval, even disgust, on everyone's faces made my knees unstable. These were the people who spoke to me, housed me, fed me. They were a part of the same organization that raised me. I had a twisted sense of loyalty for them.

"What was that?" Pierce raised an eyebrow.

"I..um," I glanced back at the anguish-filled, fearful eyes of Winter and felt my resolve sharpen. "He's made so much progress. He's less volatile than before." That was a weak response.

"3 days solitary," Pierce said deadpan. "Wipe him." I cussed loudly in Russian and Pierce narrowed his eyes. "Five days." He left the room. I sat down on the swivel chair and grabbed Winter's arm again. The look he sent me begged me to leave the room but I knew that part of my punishment for speaking up would be that I have to watch. Rumlow shoved me back into my corner with a warning look. The two scientists shoved Winter back into a lying position before giving him the mouth guard. I crouched down on the floor and pulled my knees to my chest, not even caring about how weak I looked. The metal straps snapped around his arms holding him in place while the sparking plates pressed themselves to his face.

I buried my face in my knees when the screams started.


	5. Chapter 5

**A/N: So I decided to do random non-plot related flashbacks in between occasionally. It's so when my muse gets distracted. I'll put the year for the flashbacks up top so you know what's going on.**

* * *

 **1951**

Age 10

I stared at the ball, willing it to come back within reach. It didn't even quiver. I reached again but my fingers brushed against it sending it farther away. I scrunched up my face before getting to my knees and crawling over to where it was. A foot came down in front of it and I squealed jumping away. Following the foot up, I saw Winter standing in front of me.

"Winter!" I squealed and hugged his leg. He had been in cryosleep for over a year this time and I hadn't had anyone to talk to. Dr. Zola tried to keep me busy with different experiments but science didn't interest me, especially when it was used on Winter or I. Most of Zola's work did in some way or another.

Winter leaned down and peeled me off of himself, a slightly disgusted look on his face. He wasn't as thrilled to see me. I glared at him and once again attached myself to his leg. With a sigh, he began to walk, dragging me along behind him. I laughed gleefully, drawing the attention of everyone we passed.

"Frostbite, Soldier," a sharp voice snapped us both to attention. I scrambled to my feet at the sight of Dr. Ellicott standing in the entrance to a lab. "Stop acting like children. You are to report to the training room immediately."

"Of course Mr. Sanford," I grinned mischievously. Dr. Ellicott narrowed his eyes but didn't respond to my refusal to use the correct title. Grabbing Winter's hand I took off, attempting to drag him to the training room but he dug in his heels. I huffed loudly and crossed my arms.

"Don't," Winter said sharply. I let my lip wobble a little and secretly took joy in the fear that flitted across his face. "Don't," he said, a little more desperately. I forced out a tear. "Fine," he grumbled and with a grin I grabbed his hand and began to drag him down the hall again. A soldier or two laughed at the sight of the big, bad Winter Soldier being pushed around by a tiny ten year old girl but a sharp look from him would cause them to choke off.

"Dr. Zola gave me a notebook for 'taking notes on my learnings'," I mimicked the short scientist. "I don't like science though." I ran into my room and grabbed the notebook off of my bed. Flipping through it I picked my favourite and handed it to Winter. It was a sketch I had done in the middle of the night after a nightmare had woken me up. It was of Winter and I, except Winter had shorter hair and was smiling, and my hair was long enough for a braid. "Do you like it?" I asked nervously. Winter gave me a half of a smile and nodded.

"I didn't know you could draw," he said.

" _Winter and Frostbite,_ " Zola's voice blared through the PA system. " _Report to the training room immediately._ "

Winter tensed and tossed my notebook on the bed. "Come on," his emotions flipping at the reminder of our lateness. He grabbed the back of my blouse and began dragging me down the hall.

The training room was packed with agents and soldiers. I gazed around with excitement but I could tell that Winter was nervous because of all the people.

"Soldier," Zola came over to us, "What a pleasure to see you out of cryosleep. I assume you remember me?" Winter nodded. "Frostbite," Zola gave me a sharp look. "You are not wearing your training uniform?"

"I'm a lady," I informed him. "Ladies. Wear. Skirts." I punctuated each word. This was a conversation we had often had.

"You are not a lady," Zola said with faux gentleness. "You are a soldier, and soldiers wear their uniforms." I pouted mildly but didn't argue further. "Go change," he ordered. I nodded in defeat and left the room.

"You shouldn't indulge her, Soldier," Zola berated Winter. "She will learn to walk all over you." Winter shrugged. He kind of didn't mind.


	6. Chapter 6

**Updated 3 Sept. 2015**

 **I am officially a demon. I'm rewriting the next few chapters. I decided I didn't like where it was going and started over. Don't hate me. It should be better this time. Don't worry, there will still be the Avengers in it.**

* * *

Rumlow was the one to escort me to solitary this time. "You really should have kept your mouth shut Frostbite," he said softly before shutting the door. One positive to solitary, maybe the only positive was no one could hear me when I sobbed for hours. I curled into a ball in my usual corner and just cried. It wasn't something that I normally did. I strictly kept myself away from emotions but this time there was so much pain within me it overflowed.

The door opened twice a day when food was brought in and I only ate it half of the time. I was kept on a strict diet because of training so I knew that I was throwing off the nutritionist who worked so hard to keep me healthy. Spiting the nutritionist was the only entertainment I got.

I was surprised when the door opened when it wasn't supposed to. I was even more surprised to see Agent Rollins at the door. He tended to avoid me at all costs.

"What's going on?" I asked, getting unsteadily to my feet.

"You have new orders," he grumbled. I followed him out of the dark room and into the lab. I expected to see Winter there, but he wasn't.

"Where's Winter?" I asked in confusion. Rollins didn't answer and I began to glance around anxiously. "Did he get hurt or something? Is he back in cryosleep?"

"Shut up!" Rollins snapped. I bit my lip to hold back my questions. Rollins shoved me down into the lab chair, the one normally reserved for Winter.

"What's going on?" I was panicking now. Winter was put in this chair after a mission when they would wipe his memory. Rollins shot me another sharp glare and I looked away.

The door slammed open and I was surprised when the person who walked in wasn't Alexander Pierce but Agent Frierson. He was cool and confident, his hands linked behind his back.

"Frostbite," he acknowledged me. I nodded respectfully. "You have a new mission. A soldier has turned-"

"Where is Winter?" I interrupted. Frierson's eyes narrowed.

"He is no longer a concern of yours," he said in a low voice.

"Of course he's my concern," I argued. "He's practically my brother!" A sharp flash of pain flashed through my right cheek and my head whipped to the side from the force of his slap.

"She isn't going to be able to do this without the preparation," an agent said from behind Frierson. He nodded, his face contemplative as he watched me.

"Wipe her," he ordered. I immediately jumped up to put up a fight but Rollin's gun against my throat made me freeze.

"Sit," he growled. I wondered why his patience was so short today as I sat down quietly, tears building.

"Please no," I whimpered as the cuffs surrounded my arms.

"We don't know if she will react to this properly sir," A scientist said from his work corner. "It could send her into cardiac arrest. Not to mention that we don't know the level needed to effectively corner her memories."

"Do it anyway," Frierson snapped. "We're out of options." I tugged fruitlessly as the head pieces descended toward me, sparking. The moment the machine touched my head I screamed.

Winter stared at the glass memorial for James Buchanan Barnes. According to the man on the helicarrier, this was him. Or who he used to be. Winter tightened his hands into fists as he walked deeper into the memorial where they had pictures of Bucky. As he was once known, from before the war with Steve Rogers. Winter stared at the family portrait. A smaller woman with big eyes, held a little girl in her arms, while in front of her stood the esteemed Steve Rogers from his pre-serum days. There was another woman, taller than the first, holding a little girls hand, her other on Bucky's shoulder.

Winter's eyes fell to the little girl. She was smiling brightly and reaching for her brother, her long hair a disaster and the sleeve of her too big dress falling of her shoulder. She had the same nose as her mother; even in the blurry photo he could tell. He also could tell that he recognized that face.

With a sigh Winter rubbed his knuckle to the throbbing of his forehead. It hadn't stopped throbbing all day as memories of HYDRA occasionally flashed through his mind. Most of them bad memories. Ones of punishments and kills. There was one of a face, bright and cheerful and so full of spirit. That's all he had. He couldn't say if it was a woman's face or a man's, or the colour of the eyes.

"Excuse me, sir?" Someone tapped on Winter's left arm and he had to fight the urge to flinch away or worse attack. From what he could tell it would be a bad idea to start a fight. The man went to say something but paused. "Hey, don't I know you?"

Winter stared at the man in confusion and lowered his hat a little. "I don't think so." He dug his left hand farther into his pocket.

"Wrestled you in high school?" the man asked with a grin.

"Don't remember that," Winter said softly.

"No?" the man looked perplexed. "Metal shop?"

"Uh, no…"

"Oh, I got it. Miss Narca's interpretive dance... two semesters." The man snapped.

A look of horror filled Winter's face. Interpretive dance?!

"I was usually in the back because of my weak ankles," the man rambled on. "Come on, pal. You gotta help me out here."

"Uh, no, look, I-I don't think we've ever met, but, look, I gotta go," Winter turned sharply and began to walk toward the exit, flexing his metal hand in his pocket. Killing people was a bad thing now.

Winter strode down the street, his head down, his hands in his pockets to lessen the risk of being recognized. He honestly had no clue where he was going, as long as it was away from HYDRA.

* * *

I was groggy when I woke up until I realized I knew nothing. I blinked awake and found myself in a dark lab full of blinking lights and complicated machines. A throbbing pain started to resonate from behind my eye. The door opened and the room flooded with bright light and I groaned loudly.

"Frostbite," a deep voice said. I cracked my eyes opened and I saw a tall man with short grey hair.

"Who?" I slurred. Speaking was hard. It was like the words were blocked and it took a moment for them to come through.

"That is your name," the man said. "You are Frostbite."

"That's not a name," I told him. He frowned.

"As much attitude as ever." He gestured behind him and a different man handed the first a file. "You are my assassin. And this is your target." The man handed me the folder carefully.

I furrowed my brow, trying to ignore the throbbing behind my eyes as I opened the file. A large picture showed a man with long stringy brown hair and big blue eyes.

"Who is he?" I asked.

"That isn't a concern," the man told me. I frowned and lifted the picture to see the paperwork.

"The Winter Soldier?" I read softly. The folder was immediately out of my hands.

"You are to find him and kill him," he ordered.

"Why?" I asked. Everything was so confusing.

"He is a traitor to the cause," The man snapped. "No more questions. You're allowed two hours of training before you will enter the field undercover."

"What field?" I was just as irritated as he was.

"You will leave the compound and enter the city he was last seen in," he gritted his teeth. I bit my lip and nodded. "Good, report to the cafeteria in ten minutes." Then he was gone. I got unsteadily to my feet, feeling a little like I was walking for the first time. I navigated the hallways randomly, following the scent of food that I occasionally caught.

People looked up as I entered the room and I saw a man in black battle armour standing at the end of the food line waiting for me expectantly.

"Come on, Frostbite," he grumped. "Let's get this over with." I furrowed my brow.

"Do you not like me?" I asked. The man raised an eyebrow.

"So it worked," he mused. "No, I don't. You talk too much." I considered this as I went through the line and sat down to eat.

"I don't remember you," I said softly after a few minutes.

"Doesn't matter," he snapped. "Just move on."

"But I was obviously someone-"

"Move on, Frostbite," he snarled. I shrunk back, confused.

The training room was empty when I walked inside. It felt wrong, I wasn't sure why but I felt like something was missing. I was supposed to be working, making sure my fighting skills were up to par but instead I found myself sitting down on the mats. I didn't have the energy to do anything other than stretch.

Winter stared at the skyscraper, clenching and unclenching his metal arm.

A scrawny blonde fiddled with the key in his hand.

"Thank you, Buck, but I can get by on my own," he said. The tall brunette gave a tight smile.

"The thing is, you don't have to," he said. "I'm with you to the end of the line, pal."

Winter shook the memory fragment from his thoughts. He had a mission and he was supposed to fulfill it. He didn't and now he couldn't go back to base because they would take his mind away again. His frown deepened as a red-headed woman exited the building with the man. Steve Rogers, also known as Captain America. The blonde hero was Winter's mission but the assassin couldn't find it in himself to charge across the street and kill the man as he would with any other target. He didn't like the red-head. He felt a familiarity from her that held too much emotion. Anger, remorse, passion.

"Hey, mister," a voice startled Winter from his thoughts. "You going to the con too?" A young woman with angel wings and a fake shotgun grinned at him. "Because you look an awful lot like one of those soldiers in that one show."

"Oh you mean the one with the nukes?" A young man in a flannel shirt spoke up. "Still not as good as the brothers and their shotguns."

"You and those boys," the girl snorted.

Winter began to back away from the bickering pair, confused and slightly disturbed. With a final glance back at Stark Tower, he headed towards the southern end of the city. He needed to clear his head before executing his plan.


	7. Chapter 7

**Updated 3 Sept 2015**

* * *

1999

"Stupid soldier," I muttered as I punched the bag. "What's he mean I'm incapable?" I did a windmill kick. "Just 'cause I'm small," I swung my elbow. "This is what my life centers around. Of course I can take care of myself."

"Not with that form." I spun at the voice behind me and threw a knife on instinct. The man dodged and the knife bounced uselessly off the stone wall behind him. It barely took me a moment to recognize him.

"Winter!" I squealed and tackled the man to the floor. "I haven't seen you in forever!" He sighed and shoved me off of him before getting to his feet. "They didn't wipe you this time," I told him, getting to my feet. "That's why you can remember me. Normally it takes us having a very one-sided conversation before you will even look at me. Of course you look at me in disgust, but this time you don't need to worry about that."

He glared at me but I could see the twinkle of fondness in them.

"Wait," I paused. "You being awake means we have a mission." I deflated slightly at the thought.

"No," he said turning to leave the room. "We have training."

"But, I'm doing fine here, Mr. Ryan," I said in confusion. "Why would we need to go somewhere else?"

"The Red Room specializes in training young woman," Dr. Eccelstine explained.

"Winter regularly trains at a facility that specializes in training women?" I snorted. "Very manly."

"There is no argument here, Frostbite," he snapped. "You will be going. Now, go pack. and don't cause trouble."

I shrugged and wandered out of the room with a backwards glance at a stoic Winter.

I narrowed my eyes at the old academy. It wasn't that it was run down, it was actually in great condition. There were no boarded up windows or anything. It just gave off an air of coldness that was worse than HYDRA.

Inside we were met by a Madame B.

"Hello again, Winter Soldier," she said with false charm. "and Frostbite."

I nodded stiffly before following Winter into the building. It was pleasant inside, with a little sitting room and office window. Almost like a real school.

"Have you ever done ballet, Frostbite?" she asked as she led us up a set of stairs.

"No, Misses," I answered, trying to get a glimpse into each room we passed.

"I have found that it is good for the girls," she smiled. It could almost pass as a real one. "You will be learning some while you are here."

"Is that-"

"I am in charge," she cut me off. "You may have been given freedoms back with HYDRA, but here I am the law. You will do as I say without argument. Understand?"

I scowled for a moment before, with a sigh, nodding.

"Good," she said. "We will take you straight to the studio then. The girls are all at lunch so you will be able to learn the basics before joining them."

"I hate her," I muttered into Winter's pillow. He didn't even glance at me from where he sat cleaning his rifle. "I felt like a fool! 'Learn the basics'." I snorted, "More like throw me in headfirst." I sat up and glared at the back of Winter's head. "And now you won't even look at me. Come on, Winter!"

He paused for a moment and set down the gutted gun.

"This will be good for you," he said firmly. "Maybe you'll make some friends and leave me alone."

"Hey!" I got to my feet. "That's just rude. You'll regret sending me away!" Rushing to the door I threw it open. "See ya later, Winter," I said with a grin just before I stepped into the hallway.

It was dark in the halls and completely empty. I assumed there was a curfew of some sort in place. My socks made no noise as I shuffled through the building.

"What are you doing out?" a voice said behind me. I spun and caught myself before I could throw a knife. A red head stood before me, her brilliant hair to her shoulders. "It's after curfew."

"I'm going back to go back to my room," I explained. "I'm just looking for the bathroom."

"How did you get out?" she didn't seem to buy my explanation.

"What do you mean?"

"The handcuffs," she rolled her eyes. "How did you get out of the handcuffs?"

"I wasn't handcuffed," I stared at her in confusion. "I was with… nevermind."

"You were with Nevermind?" I could hear the amusement in her voice.

"Yes," I deadpanned. "I like to hang out with words, just like on Sesame Street." This confused her.

"On what?"

"Natalia!" a voice said from inside the room. "You're going to get in trouble. We're not supposed to talk to her."

"Wait, what?" I peered around Natalia. "Why aren't you supposed to talk to me?" Silence echoed from the room.

"Madame B. thinks that HYDRA indulged you too much," Natalia said. "I overheard her talking to one of the mentors."

"If HYDRA is too indulgent, I fear for every other kid in the US." I huffed. "Why are you talking to me then?"

"I don't want you to get in trouble," she glanced up the hall and froze. "Too late for that though." she slipped back into her room just as someone grabbed a handful of my hair.

"Why can't you just do as your told?" I heard Winter grumble. I stumbled after him occasionally wincing. He wasn't pulling on my hair hard; in fact it hardly hurt. My ego was damaged more than anything.

"I was just looking for the bathroom?" The excuse sounded much weaker the second time, even if it was true. Winter let go of my hair once we were in my room. "That hurt," I mumbled, rubbing my scalp.

"This isn't a joke, Frostbite," Winter said. My eyes widened at the trickle of emotion in his words. "We aren't at a HYDRA facility where you are kept in peak physical condition. While we are here you are not a HYDRA assassin, you are a student of the Red Room. You need to follow their rules or else you will be punished, and their punishments are worse than death."

"Nothing is worse than death," I asserted. "Nothing."

"There are-"

"No," I insisted. "I would rather live a half-life, or a cursed life… I'd rather drink unicorns blood than be dead. Nothing is worse than death."

Winter considered me for a moment, the vein in his neck twitching with frustration before he sighed and turned to leave.

"Just do as they say," he told me before shutting the door behind him.

Natalia was at the ballet class the next morning and she made eye contact with me through the mirror. I assumed that was as close to a smile as I was going to get from any of these girls.

I sat alone at lunch. It wasn't as if there were lively conversations at the other table, it was just the fact that when I went to sit next to one of the girls, she moved.

The only confidence I got was that they couldn't beat me in sparring.

I offered the girl I had just beat a hand up but she slapped it aside and stalked out of the ring. I blinked slowly after her, clenching my jaw. Next to me, Winter was sparing one of the mentors and winning. I would have much rather been sparring Winter. He may have always won but at least he wasn't sore about it.

"Natalia," Madame B. called the redhead to the ring. I raised an eyebrow at the girl and smirked. She swung first. I was impressed by her speed, but her's was only human while mine was superhuman. It took a good minute before she landed a blow; none of the other girls had. Then we began to spar in earnest, trading punches and kicks. Suddenly, Natalia dove. Taking advantage of my surprise at the odd move, she pulled my feet out from under me and pinned me down with an elbow to my windpipe. I coughed in surprise and struggled for a moment before going limp.

Natalia got gracefully to her feet and offered me a hand up. I only hesitated a moment before grabbing it and letting her help me to my feet.

"What did you do wrong?" Madame B. asked.

"I got cocky," I admitted. "Didn't watch close enough."

"Good," she nodded. "out of the ring."

With a nod of respect I made my way to where the other girls were standing.

I sat outside Winter's room in the dark Hall. I sniffled softly, trying to forget the nightmare. In it I'd killed not only Winter but also Natalia. I could still clearly see the despair in their eyes slowly fade to a glassy blank as they died. I clutched my knees tighter, fighting the sob. I wanted to go in and curl up beside Winter but he locked his door.

I didn't hear the footsteps until it was too late.

"What are you doing out of bed?" I looked up slowly at the school headmistress.

"I…" I sniffled, "I had a nightmare and his door is locked."

Madame B. narrowed her eyes. "Petulant child," she hissed. "Up."

I scrambled to my feet just as behind me the door opened. I turned and saw Winter standing in the doorway, his hair mussed from being asleep. I knew he had nightmares as often as I did. I quickly wiped the tears from my face. He glanced between Madame B. and me with a blank face.

"What happened?" he asked.

"She is out after curfew," Madame B. explained. "I made myself clear when I explained that she would follow the rules."

"What were you doing out?" Winter turned to me. I shrugged feeling a little embarrassed at my reason.

"She said she had a nightmare," Madame B. sneered. Winter clenched his jaw and shook his head.

"She has superhuman healing abilities," He said before shutting the door. I caught his eye at the last moment and could see the worry swimming in them.

"Follow me," Madame B. said as she took off down the hall. I followed after her, keeping my head down and trying not to think about what was coming. Winter had warned her and she hadn't taken him seriously and now she was scared to think that he might have been right. Nothing scared Winter; he didn't even get nervous. He was the perfect soldier. I wondered what about me getting in trouble had him so worried.

Madame B. left me in a dark room. There was no window and I could only just hear the sounds of the night through one of the walls. I didn't like it. Every creak and groan of the building made me jump and I could just imagine being forgotten in here and freezing to death when the Russian winter rolled around.

The door opened suddenly and I jumped. A tall woman with a needle walked into the room and approached me.

"What's in that?" I asked nervously. The woman shot me a sharp look effectively silencing me. It surprised me when she grabbed my hair and jerked my head to the side, exposing my neck and jammed the needle into my neck. Immediately my vision began to prickle with black dots and my limbs felt heavy.

I was running and I wasn't sure why. Behind me screams echoed down the corridor. Sometimes I could hear my name or Winter's voice ahead of me but no matter how fast I ran i couldn't reach him and I couldn't stop running. I struggled to wake up but something held me under. I kept running, turning corners and bursting through rotten doors. A scream echoed through the corridors but it wasn't a scream of pain but a maniacal howl. The sound sent shivers down my spine. I rounded another corner and froze at the sight of myself. A bloodied knife dripped in my other self's hands and chin. I stumbled back from the sight as my other self stood and began to approach me. She mirrored my every step, cornering me. Just as she raised the bloody blade, everything began to fade.

Darkness filled my vision. I expected another nightmare to start but there was nothing. I waited for something to appear but nothing came. The longer the darkness persisted, the more anxious I became, until it suddenly occurred to me that I might be dead which just made me more anxious. Then a small pinprick of light appeared.

I was relieved as the light grew to reveal a small flame. Only that continued to grow as well until I was surrounded. The flames continued to inch closer and the darkness lifted to reveal a crowd of people watching and I somehow knew that it was every person that I'd ever had a hand in killing whether I held the knife or not. At the front stood a small girl. She looked maybe six or seven and her dirty blonde hair brushed her elbow. I know remember Elaine the clearest and her's is the only face with any emotion. Raw rage corrodes her pretty features.

The flames began to lick at my skin and struggled to escape only to find myself tied up. I whimpered as I felt blisters from on my skin. I roasted slowly the fire crawling leisurely around me. The people didn't cheer or mourn. They just stood and watched, faces expressionless. I screamed until my throat gave out and I struggled until the adrenaline wore off.

Then it faded. My skin reformed, the fire changed into a dangling lightbulb and I was left alone. in a chair. The dank stone walls were surrounded by complicated equipment and I recognized it. This was the room where they always took Winter's memories. I went to scramble from the chair but metal cuffs held me in place.

Just as the metal plates touched my face I shot up from the spot on the floor where I had fallen. I touched my face, my arms, my stomach, making sure that everything was whole and as the phantom pains faded, the memories of the nightmare cemented themselves in my mind.

The door to the room opened and Madame B. strode in.

"I hope you have learned your lesson?" she asked. I nodded quickly and got to my feet. "Go back to your room, then," she immediately turned and left the room. I scrambled from the room and headed toward my own.

I paused outside Winter's room, torn between my fear of being punished and fear of being alone. I glanced over my shoulder before reaching for the doorknob. I expected it to be locked but it slowly turned. I slipped inside and peered through the dark to where Winter was already sitting up and watching me.

"What are you doing, Frostbite?" he asked cautiously. I crept over to the ed and blinked owlishly. "No," he said firmly, turning away. I lifted the sheets and his flesh arm shot out to hold the sheets down. "No, you're too old."

I sat down on the floor in defeat.

"Nightmares," I whispered. "They induce nightmares and I couldn't wake up." I waited for a response but received none. "I was running and couldn't reach you, and there was another me that tried to kill me. Then it was dark and I was scared and alone. I was burned alive too." I swallowed thickly when I reached the last part. "And then I was in the chair and the panels were going to touch my face-"

"Stope," Winter snapped. I could hear him breathing heavily and when I chanced a glance he was clutching his head. "Fine, you can stay, just…" he huffed, "just stop talking."

I scrambled up and climbed into the bed, curling up back to back with Winter.

"G'Night," I whispered. He grunted in response.


	8. Chapter 8

**A/N: So a lot of the flashbacks in this one are the same as in the old chapters. JSYK...**

* * *

I sat down in the apartment I'd been assigned. It had taken a while to get here as they hadn't sent me off until late in the day. I'd done nothing but train since I'd been assigned my mission.

The entire apartment was unfamiliar. I was used to HYDRA facilities with commercial size kitchens and oversized bathrooms. This was small. Personal. The kitchen was made to cook for one maybe two people, none of them giant calorie burning soldiers who are constantly training like… My train of thought derailed as I realized that I didn't know who I had been thinking of. I had a vague blurry silhouette but other than that nothing.

I shook my head and wandered around the small apartment for a little longer before crawling into the soft bed and fell asleep.

" _You can't catch me!" A little brunette girl squealed as she ran through the grass. Behind her a ways, a little blond struggled to keep up. She was huffing and puffing from an asthma attack. The little brunette turned and rushed to the blonde's side and helped her sit down. The five year old shook her friend off, too proud to admit the need for help._

" _I'm fine," she snapped. The little blond pulled out her inhaler and took a puff from it._

" _What does it taste like?" the brunette's face was inquisitive as she stared wide eyed as the medicine. The blonde rolled her eyes and got to her feet._

" _It's medicine, Elsie," she explained, "It doesn't taste like anything."_

" _I bet it tastes like Aunt Karyn's teas," Elsie announced, brushing some of the mud off of her skirt._

" _You drank AUnt Karyn's tea?!" the blonde gasped in shock and scrambled over to her friend. "But she says those are only for adults."_

" _Ya, well, I don't think it's atuclly tea." Elsie jumped to her feet. "I think it's_ _ **alcohol.**_ "

 _The blonde stared wide eyed. "No way," she whispered. "And you drank it! I'm telling Steve in my next letter."_

" _But Aunt Karyn write the letters, Elaine," Elsie reminded her. "She would know I drank her tea."_

" _Oh," Elaine sat down on a tree stump._

" _Girls!" both of the young girls looked up to see a middle aged woman striding over to them waving their brother's letters._

I burst awake, confused. The dream had felt so real and now my headache was through the roof. I crept into the kitchen and took some painkillers before going back to sleep. Nightmares or strange dreams had never kept me up before.

 _ **I don't understand,**_ _I thought as I glanced between Dr. Zola and another scientist. They were speaking German and I only spoke English. I struggled against the ropes tying me to the chair._

" _Do you know why you're here, Child," Dr. Zola asked me. I shook my head fighting back tears. Aunt Karyn would be so worried. First we find out Bucky and Steve died and now I've been taken. She'll be devastated. "You have potential," he told me. "We will make you strong and use you. If you're brother is the fist of HYDRA, you will be the arm."_

" _But, but," I sniffled, "Steve beat HYDRA."_

" _Cut off one head, two more shall take it's place," His smile made me want to curl into a ball and never come out. "Unfortunately, you will not cooperate with your current state."_

" _I would never help you," I muttered. Dr. Zola studied me for a moment before saying something in German._

 _The scientist nodded reluctantly before untying me and dragging me from the room. I screamed and tugged, trying to escape but nothing worked. The man held tight._

 _He took me to a small laboratory with nothing but a chair in the middle of the room and strapped me to the chair. Slowly, two plates descended towards my face, sparking with electricity. I screamed in agony as they touched my face, sending electric shock through my mind._

 _It felt like hours before the machine stopped. The seven year old girl stared blankly straight ahead. The places where the machine touched were already starting to blister with burns._

" _Child," Dr. Zola said cautiously. It would be bad if the machine had left the girl in a vegetative state. After a moment the girl glanced up at the scientist. Her eyes were emotionless pits but even after the complete wipe, there was still a spark of fire in them. "Can you speak?" he asked. She furrowed her brow at him, grimacing as it pulled at the burns. She had forgotten not just her identity but her knowledge of every language. "Good," Dr. Zola turned to the scientist. "Teach her Russian. We want no trace of her American heritage left."_

Tears streamed down my face and I curled into a ball, fighting the assaulting images that flashed through my brain.

 _I swung at the punching bag. Up. Down. Around. Knee. Elbow. Windmill. It took a lot to keep my focus as I could feel the presence of the scientists behind me._

" _Very good," Dr. Zola said when I finished. "You have improved much since we started training you."_

" _Thank you, Mr. Arnim," I mumbled as I kicked at the mat. "Is Winter coming back?"_

" _He is in cryosleep, right now." Zola's face dropped. "Again."_

 _I sighed and went back to beating the bag._

I groaned.

 _I dashed down the corridor, dodging around harried scientists and short tempered soldiers. Winter was being awoken from cryosleep today and though I knew he wouldn't remember me for the first couple of hours, he was still better company than Dr. Ellicott._

 _A hand shot out and grabbed my arm, dragging me out of the main hall._

" _Shouldn't you be in the cafeteria?" I recognized the voice instantly._

" _Agent Erin-_

" _Wilson," she corrected._

" _Agent Erin," I said innocently. "I was just headed-"_

" _In the opposite direction," she raised an eyebrow. "Do we really need to go back to escorting you everywhere." I shook my head quickly._

" _It's just that I heard that they were unfreezing Winter and I wanted to be there," I mumbled, glancing down at my feet._

" _You know that's not allowed, Frostbite," Wilson said gently. "The soldier is violent and unstable when he first wakes up. We can't have our youngest member getting hurt."_

 _I liked Agent Erin Wilson better than most of the other HYDRA agents. She wasn't rude or obsessive. In fact, she barely fit in at the compound at all. Agent Wilson was the one who snuck a kitten to me after my first mission._

 _I didn't argue as she began to guide me towards the cafeteria. We turned a corner to see an overturned cart that had once held cleaning supplies._

" _Sorry," I muttered as I approached and picked up the cart. I began to help stack things back on top, avoiding the bleach as I was wearing my fingerless gloves. When everything was back in place I turned to Agent Wilson who was talking on her phone._

" _Dr. Ellicott wants you in the Soldier's quarters," she said with a smile. "He's awake."_

I screamed as I sat up only to collapse back when I was hit with a fresh wave of pain.

" _Again!" Madame B. snapped. I sighed and went to redo the ballet step when the door opened. Natalia strode in._

" _The soldier is having a breakdown," Natalia told the headmistress. I froze and began to rush for the door._

" _Frostbite!" Madame B's voice stopped me._

" _I'm the only one who can calm him down!" I insisted, slowly backing toward the door. Natalia glanced over at her headmistress and then over at my panicked expression._

" _You will stay here," she snapped. "I will handle this. Natalia, make sure she stays." Madame B. strode from the room leaving me alone with Natalia._

" _Traitor," I muttered under my breath._

" _Keep practising, Frostbite," Natalia said in her usually emotionless voice. I grimaced and went to do the move again when a scream echoed through the building._

" _Natalia," I began to back towards the door again. "Someone is going to get hurt if I don't go help him." The red headed sixteen year old watched me for a moment before nodding and turning to the window._

" _I saw nothing," she corner of her lip twitched and I didn't even hesitate before taking off down the hall._

 _A small group of girls was gathered in the hall and I pushed my way through them. Winter was on his knees, clutching his head and breathing hard. A few girls were helping another girl to her feet. From the looks of it, her right wrist was shattered._

" _What are you doing here?" Madame B. demanded but I ignored her as I stepped closer to Winter._

" _Winter?" I said gently as I knelt down in front of him. "Look at me." He growled but otherwise didn't move. "Please, look at me, Winter." I slowly placed my hand on one of his arms._

" _Don't touch me!" he shouted throwing me across the room. I hit the far wall with a thud and it took me a moment to regain my bearings. Slowly I crossed the hall until I was right next to him again. "Leave me alone," Winter growled._

" _You're okay, Winter," I cooed. "You're safe; I'm safe. So please, look at me." He didn't move. I was more careful this time when I gently placed my hand on his arm. For a moment he tensed before relaxing. Taking this incentive, I moved so I was peering up at his face. His eyes were unfocused as he watch things that I couldn't see. "Winter," I whispered softly. "Please look at me." His eyes flickered toward me before closing tightly. "Please," I pleaded softly. Slowly he opened his eyes so that he was watching me. I grasped his hands carefully and pulled them away from his head, forcing him to look up, keeping eye contact the entire time._

" _Frostbite," he said cautiously._

" _Yep, that's me," I smiled. "Do you know where we are?"_

" _Red Room," he went to look around the room but I put my hand on his cheek, stopping him._

" _They don't matter," I soothed. He looked, down, avoiding my gaze again. With a sigh, I threw caution to the wind and wrapped my arms around his chest, pulling him into a hug. His breathing skyrocketed and I was sure I was going to get at least a broken rib for this but after a moment he relaxed and wrapped his arms around my shoulders._

" _I'm sorry," he said softly. I nodded._

" _No harm done," I assured. A cry of pain was heard and I remembered the girl with the shattered wrist. "Well, mostly."_

I gasped for breath.

 _I ran down the hallway at top speed, shoving over scientists and dodging around grumpy agents. Behind me I could hear the yelling and frustration I was causing._

 _ **Good,**_ _I thought,_ _**They deserve it.**_

 _I swerved around another corner only to trip over something and fly a few feet before landing gracefully on my face._

" _Caught you," a familiar voice said. I groaned and rolled over onto my back._

" _I hate you," I whined._

" _Ya," Rumlow said, pulling me to my feet. "You're the one acting like a three year old. It's just training."_

" _But it's with Collins," I let my legs collapse. I really was acting like a petulant child. "He gets really handsy." Rumlow sighed heavily and crossed his arms. He was dressed in his STRIKE team uniform. He either just had or was going to a mission. Judging by his growing black eye, it's just had._

" _Well, you're not going to training anymore anyway, so stand up," he ordered. I narrowed my eyes suspiciously as I got to my feet._

" _Where am I going?" I asked._

" _Pierce says that if you are going to act like a child, you'll be treated like one," Rumlow tried to pull me down the hall but I refused to budge. He may have an advantage in height and weight but at 5'3" I had learned a long time ago how to hold my ground. "Frostbite," he growled but I shook my head stubbornly. He huffed before throwing me over his shoulder. I squealed loudly and began to kick furiously as he walked._

" _Put me down!" I yelled, but Rumlow didn't even flinch. After a minute of this I relaxed and let myself go limp. "I hate you," I grumbled. Rumlow chuckled but didn't otherwise respond. When I looked up again, I recognized the area. "No," I gasped and began to struggle again. "Put me down," I whined. "I'll be good, just please don't put me in there."_

" _Not my decision, kid," he said as we came to a stop outside the room. Rumlow dropped me onto my feet in front of my supervisor. A casual frown was on Agent Ryans' face. I wasn't sure how he made a frown look casual but he did._

" _Care to explain your tantrum, Frostbite?" he asked. I bit my lip._

" _I had an unhealthy childhood and so I act out in a childish manner to make up for it?" I shrugged._

" _I actually don't care about the reason, but you know that," he chuckled. "One week."_

" _Sir," Rumlow caught the attention of his superior. "Pierce doesn't want her in their for a week. Last time she was in the fetal position for twenty four hours afterwards. He says five days or less."_

" _Fine," Agent Ryans snapped. "Five days, and hold food for twenty four hours."_

" _Yes, sir," Rumlow said and without hesitation began to shove me into the small dark room._

" _You're a jerk," I snapped, fighting against his hold. "I hate you."_

" _That's three times in a half hour," Rumlow smirked. "You must be really angry." He slammed and locked the door._

I sat up, finally waking up enough to pull out completely. My brain throbbed and I felt like the memories that were slowly filling it weren't my own even though I knew they were. I worried my lip and crawled out of the bed, planning on taking some more painkillers. I rarely needed them because normally I would heal of the wound before it incapacitated me.

"HYDRA's getting sloppy," someone was sitting on my couch and I squeaked as I immediately dropped into a defensive position.

"Who are you?" I demanded, scotting towards where I knew my gun sat.

"You don't recognise me," a woman stood up. "Surprising, I remember every person I tried to kill."

She had bright red hair that sat in gentle waves to her chin. Her black catsuit hid nothing and yet from her stance I could tell that she probably hid at least a dozen weapons on her body.

"I hit my head recently," I lied. "Knocked a couple people loose."

"It wasn't hard to find you," the redhead said. "Online transactions are like candy to Stark. HYDRA's getting sloppy."

"You said that already," I was just annoyed now. Waiting for this woman to attack me was not helping my headache.

"Why are you in New York, Frostbite?" she asked. I paused only slightly before wrapping my fingers around the gun behind me.

"I'm searching for someone." A part of my brain argued that maybe this woman could help me find-

A flash of pain caused my vision to go white as I collapsed on the group with a groan.

"Something's wrong," I could vaguely hear the redhead say. I didn't even have the state of mind to wonder who she was talking to. "I don't care. Get up here, Rogers."

Faces danced in front of my eyes of people I could vaguely remember. Rumlow. Wilson. Natalia.

My vision started to clear and when I looked around, the redhead was leaning over me along with a blonde man. He had really broad shoulders.

"Sorry," he said. I furrowed my brow in confusion until I saw the empty syringe in his hand. He sedated me.


	9. Chapter 9

"What was I supposed to do, Stark," a deep voice said. "She was seizing."

"You don't sedate a master assassin," a different voice said. "She's going to wake up when one of us has our backs turned and then whoops, no more."

"She's already awake," a female voice cut in on the men's argument. I sighed and slowly opened my eyes. In front of me was none other than Tony Stark. I reared up sharply, looking around for the other two people. To my left stood Steve Rogers. I turned to look to my right.

"Natalia?" I asked in shock. Surprise flitted across the woman's face but she quickly covered it back up.

"Frostbite," she greeted cordially. "I see you remember me now."

"I remember most everything, I think," I groaned as my head throbbed briefly. A memory of Winter flashed across my view. Winter. "No!" I screeched and tried to get up off the couch that I was lying on.

"Whoa," Rogers pushed me back down on the couch, or he tried. I knocked his hand out of the way and dived under his arms heading towards the stairs that I could see in the corner of the room, next to a fireman's pole. Just before I jumped on the pole an arm wrapped around my waist. My elbow swung back and hit hard muscle.

"Let me go!" I screeched but Rogers didn't relent.

"We need to talk to you," he grunted as his shoved me back onto the couch. I huffed and sat tense, waiting for my next chance to escape. I knew I wouldn't win against all three of them so I crossed my arms with a grunt and glared at the super soldier.

"What do you want?" I growled. Rogers sighed and turned to Stark who merely shrugged. Natalia was as stoic as ever.

"We need information on HYDRA," he said slowly. I raised an eyebrow and burst out laughing.

"You think I would betray HYDRA," I snorted. "I won't."

"Why not?" Stark asked stepping forward. "They raised you to kill people."

"I don't kill people," I snarled.

"What about being a master assassin don't you understand, kid," the genius snapped. "You have killed people and with HYDRA, you will continue to kill people."

"Killing wasn't my job!" I yelled. "That, that was Winter's job." I stared down at the floor, my eyes wide. "Winter. He doesn't remember me."

"We'll discuss your long lost love later, kid" Stark was known for being insensitive but I was still dealing with a headache and he pissed me off. I leapt off the couch meaning to throw a well aimed punch at the arrogant billionaire but Rogers caught my arm and shoved me back onto the couch.

"He's not my love," I snapped. "He's like a brother to me."

"Do you even know what a brother is?" Stark challenged.

"Tony!" Rogers interceded. "That's enough."

"We need to know the locations of HYDRA bases, Frostbite," Natalia spoke up.

"You can't make me talk," I snarled.

"Natasha is the best-"

I snorted, interrupting Stark.

"I make what Natalia does look like child's play," I said through gritted teeth. The two men stared in shock.

"You don't kill people," Rogers looked like a puppy had been kicked, "but you torture them?" I clenched my jaw and stared at the floor.

"Death is the worst thing that could ever happen to a person," I spoke in a low voice.

"You are one messed up kid," Stark said before walking around the couch. I ignored the billionaire and tried to force the faces of so many dead by my hand from my mind. This wasn't a time for weakness.

"Frostbite," Rogers drew my attention away from the other two. "HYDRA needs to be destroyed and we can do that if you'll give us the information."

I nibbled on the inside of my cheek, my eyes narrowed as I studied the Avengers. "No," I glared into the super soldiers eyes.

"We will help you find the Winter Soldier," Natalia said. I turned to her, considering the offer. There was nothing I wanted more than to find Winter. HYDRA had separated us. He didn't even know that he was missing me.

"We find him first," I agreed grudgingly. Rogers nodded while Stark just scoffed.

Winter watched the girl in the room with the avengers in confusion. She wasn't supposed to be there. He could tell that much. If only he could remember. Winter sat up and stashed the sniper rifle back behind the vent on the roof before jumping down onto the fire escape.

It wasn't even the fact that he hadn't been able to shoot any of the Avengers, but it was the girl that had been in there. He'd seen her before; he knew where she lived. She had caught his interest when he saw her scouting out Stark Tower the other day. The issue was the fact that she gave him a headache. It wasn't like the headaches he got when he saw Captain America. These were worse and if he dug at it, he felt like he knew her.

"He wouldn't go back to Brooklyn," I insisted, glaring up at the billionaire.

"It makes sense!" Stark snapped. "He would go to what was familiar to him and that would be where he grew up!"

"He's spent more time in Russia than he ever spent in Brooklyn," I argued, "so if we're going by that knowledge let's search the whole of Russia."

"Shut up!" Natalia snapped. "We are not going to Russia." Stark and I both cringed backwards from the redhead. "Frostbite knows the Winter Soldier best, Stark, so let her speak her piece."

I stuck my tongue out at Stark before sitting down on the couch. "He always fixates on a mission. He's obsessive since it's literally the only thing he knows. Often on a mission, he has two goals, to complete his mission and to," I trailed off. "And normally to protect me."

No one spoke for a moment but then Rogers cleared his throat. "Well, I was his last mission."

"Then he'll be somewhere nearby!" I jumped to my feet. "I bet he's scoping the place out right now actually." I ran to the window and began to peer at all the neighboring rooftops. The Winter Soldier was nowhere in sight. I slumped back to the couch.

"JARVIS," Stark said, "Scan the satellite feeds of the city for a face resembling what I have on file for 'Winter Soldier'."

"Of course sir," the british AI said.

"Why do you have files for the Winter Soldier?" I asked.

"Because I have friends, something that you wouldn't understand," Tony sneered. I opened my mouth to snap back at him but JARVIS interrupted.

"Sir, the DNA tests for Miss. Frostbite have come back," the AI stated calmly.

"You tested my DNA!?" I screeched and dived for the billionaire but Rogers caught me and threw me back against the couch.

"We were matching you to the HYDRA files." He explained.

"What about them?" Stark asked.

"It appears that her DNA has a significant similarity to that of Sergeant Barnes," JARVIS said like there was nothing significant about it.

"Pull up the family history for James Buchanan Barnes." Stark ordered. Immediately a hologram screen popped up with pictures of... Winter. Except his hair was short like when they first met.

"What is this?" I said softly. Rogers sent me a pitying look that sent fury straight to my head. "Who is this James! Why does he look like Winter? What the hell is going on?" My voice gradually grew louder as I spoke.

"The Winter Soldier used to be James," Rogers said slowly, as if explaining to a child.

"What?" I slumped forward, grabbing at my short hair. "You're lying!"

"'Fraid he's not, Snowflake," Stark was scrolling through the screen that showed the information on this James. "And it looks like your name is…"

"Stark," Rogers cut the man off.

"My name is Frostbite," I glanced between the two men. Stark shrugged as he tapped on something on the screen. A file opened for a girl named Elsie.

"Frostbite." I turned slowly away from the screen to see Rogers. "You weren't born to HYDRA." I went to argue but Rogers cut me off. "You were born to a family who loved you very much. You have an older brother who raised you until you were kidnapped by HYDRA."

"That's not true," I said softly, my eyes widening. "You're lying."

"Don't you remember any of this?" Natalia said, her eyes narrowed.

"No, because it's not true."

"Your real name is Elsie Geraldine Barnes," Steve said quickly.

"My name is Frostbite!" I jumped to my feet. They were lying. They had to be lying. There was nothing before HYDRA. I was just a penniless orphan, like they said. There was nothing before HYDRA. Staring around at the Avengers I knew that they were dead serious. "Liars," I spat before leaping over the back of the couch. "Let me go." I said backing towards the elevator.

"Frostbite," Natalia put her arm out to stop the boys from approaching me. "We just want to help you. We won't talk about this anymore if that's what it takes. Help us take down HYDRA and we'll help you find Winter."

I paused. It was tempting. I really needed to find Winter. I couldn't let him be caught by HYDRA. He would be executed for desertion. Slowly I nodded.


	10. Chapter 10

**A/N: Only one review guys? *sigh***

 **Thank you Guest for your review of chapter 8. I very much appreciate it.**

* * *

Winter entered the small apartment. He knew that the girl lived here; he'd watched her walk into it often enough. She'd spend most of the day with the Avengers before she would head back here and collapse on the bed. He'd watched. There wasn't anything else for him to do.

A headache built behind his eyes and he went to sit on the kitchen chair. There was only one chair. It was lonely. He kept seeing the girl's face. Smiling, angry, crying. Everything about her was familiar but he couldn't remember her.

Winter got to his feet and headed into the single bedroom and began going through the items. There wasn't anything personal. Just a duffle bag full of weapons. A single knife caught his attention and his headache peaked.

" _I hate this," a small twelve year old stomped her foot. Winter glanced at her with a raised eyebrow before shoving his left hand deeper into his pocket. They were undercover, heading to a mansion in Siberia. Why anyone would build a mansion in Siberia alluded him. Just like everything else. "This is grunt work," she continued to rant. "We are master assassins, not super spies."_

" _They're the same thing Frostbite," he muttered. "Quit whining."_

" _No, they aren't." she shook her finger at him. "You've spent too much time around Mr. Sanford."_

" _Dr. Ellicott," Winter reminded the girl. She stuck her tongue out at him. "Brat."_

" _Jerk," she said with a slight smile. It was a term of endearment somehow._

 _Winter's head throbbed painfully. It had been almost a month since he was take out of cryosleep in order to train Frostbite. He'd assumed that the headaches were from that._

 _Suddenly the girl swerved from the path and entered a weapons shop. Weren't those illegal?_

" _Frostbite," Winter called for the girl but she just kept going until she had slipped inside. He sighed heavily and followed her in. She was staring at a knife in the display case. It had a snowflake carved into the handle and snowflake like designs on the blade. It was expensive. The couple hundred ruble in his pocket suddenly seemed to weigh heavier._

" _It's beautiful," she whispered before turning to look at Winter with big blue eyes._

" _No," Winter turned to leave but her little hands caught his metal arm and held on tight._

" _Please," she whimpered._

 _Winter cursed as he rang the bell on the counter._

Winter opened his eyes to the still empty apartment. His headache seemed like it had multiplied tenfold and he pressed on his temples, trying to alleviate the pain. Slowly he got to his feet and stumbled toward the front door. He needed to be on watch for when the girl got back.

I rubbed my forehead, ignoring the overly friendly landlord as I entered my apartment building. Eight hours around Tony Stark was enough to kill anyone. I opened the door and strode in, ignoring my usual caution. I regretted it the moment I heard movement behind me. A hand grabbed my throat, throwing me to the wall. I dodged quickly and dashed towards my bedroom where my weapons were stashed. My foot caught on a cord from a lamp and I fell landing on my hands. I shot back to my feet but I wasn't fast enough and the person threw me to the ground again. This time I got a good look at my attackers face.

"Winter?" My voice was soft, vulnerable. He didn't remember me. This wasn't a sparring session, when he would get to the kill point and let me go. This was real and if there was one thing I knew, Winter always won.

Winter froze staring down at me. I could see the conflict in his eyes as he held his gun steady. "Who are you?" he growled.

"Frostbite," I said, not moving. He was volatile and I didn't dare set him off. "You trained me. We're practically family." There was no need to launch on him that we actually were family. It was a little too soon and I was still in denial of it myself.

"I don't remember you," he shook his head. His eyes were pained but he held steady.

"They took your memories and sent you to the insight launch without me," I told him. "I was in solitary because I stood up to Pierce."

"Why?" his eyes narrowed.

"They were going to take your memories and I didn't want you to forget me again," I was terrified now because his eyes were clearing and his face was hardening. He didn't believe me. He was going to shoot me.

"No," he shook his head. "I don't remember you."

"Winter, please," I sat up slowly. "You know me. It's me, Frostbite."

"Shut up!" he snapped and I could see his finger hovering over the trigger. My heart was hammering in my chest. Winter was going to shoot me.

I took my last resort. "It's me, Elsie." This time his hand dropped half an inch. He narrowed his eyes and his hand not holding the gun went up to press on his temple.

"I don't know you," he growled. The gun clattered to the ground as he dropped to his knees, clutching his head. "Stop it," he groaned and a moment later he was unconscious at my feet.

I scrambled to the phone that Stark had given me, pulling up Rogers' number.

"I found him," I said before listing off where my apartment was.

I sat down on the floor next to Winter. When I heard a knock on the door I didn't hesitate before opening the door, expecting the captain. Except it wasn't.

"Hey Frostbite," Agent Rollins stood in my doorway.

I shifted so I could block the view of Winter but I was a small person aand Winter wasn't.

"Rollins," I said stiffly. He stepped around me, circling the super soldier.

"I see you found your target," he smirked, "Why isn't he dead?"

"He attacked me and then fell unconscious," I told him. "It would be underhanded to shoot him now."

"Ah," he sneered. "The most ruthless torturer in the world has morals."

"At least I didn't betray the people who trusted me," I snapped back.

Rollins' eyes narrowed. "How would you know that?" I froze up. I couldn't let him know that I had gotten my memories back. I didn't want to go back. I didn't want to forget.

"I read the newspapers," I shrugged. Rollins continued to watch me for a moment before pulling out a syringe and injecting it into Winter's neck.

"I'm taking you both back to HQ," Rollins said pressing on his ear piece and summoning back-up.

I took a couple steps away from him, my back hitting the wall. "No," my voice shook. I could fight my way out but not with Winter unconscious. He was too heavy and I didn't have super strength. I could hear the footsteps in the hall and pulled out my knife. I would have thrown it; I would have aimed for the heart; I would have killed Rollins, but a hand caught my wrist.

"Rollins," I immediately recognized Rogers' deep voice.

"The captain come to save his new charity cases," Rollins had his gun out before I move and pointed it at Winter. More footsteps were on the stairs. Back-up was coming. Rogers didn't hesitate and threw his shield, hitting the HYDRA agent in the throat. Rollins fell to his knees and gasped for breath. I dashed for Winter and cradled his head.

"Wake up you jerk," I growled softly. The door burst open and HYDRA soldiers streamed into the room.

Rogers fought them off, throwing Winter over his shoulder. "There's a fire escape a floor down," I told him. Steve nodded and gestured for me to jump first but I shoved him forward. "Get him out of here!" Steve nodded and used his shield to shatter the window before jumping through. I turned and faced the five guns pointed at me. There was no getting out of this. I dropped my knife and fell to my knees. Immediately an agent was there, putting cuffs on me. I tried to hide the fear in my eyes, the utter loss of hope, but a part of my brain laughed. HYDRA wouldn't let me go so easily this time.

* * *

 **A/N: I can't decide if I want the next part to be mostly Winter's point of view (the planning to save her) or Frostbite's POV (being a prisoner). Or maybe a mixture of both. If you have an opinion I'd like to hear it.**


	11. Chapter 11

**A/N: I decided to have it switch back and forth between Winter and Frostbite. Thanks so much for all the reviews guys. It makes me feel so great when I read them. I**

* * *

Rollins was quiet the entire time back to HQ. I glared at him the whole way. It was his fault that I was losing the freedom that I had only just gained.

We were met by more agents outside the compound, as if they were expecting me to run.

I expected to be taken straight to the chair but instead I was taken to the cell block.

"What's going on?" I asked, tugging on the cuffs that held my hands. no one answered and an agent pushed me roughly into an empty cell. Every cell was empty.

I scrambled away from the door, as it shut, blocking out most of the light. It was so much like before, when Rumlow would bully me in and I would be left for days with little food and water, if any. The darkness seemed to thicken and I felt like it was crawling down my throat, slowly choking me. I coughed until my throat was sore but I couldn't stop the feeling. Everything was so cramped. Tears rushed down my cheeks, dripping onto my knees as I curled into a ball. This time it really could mean I was never getting out. It had taken a day for my memories to come back with my rapid healing. I was useless to them now. Their careful brainwashing corrupted by the sweet ideals of the Avengers. All I wanted was to save Winter from himself and now I was in this mess.

"Self pity is unbecoming," the door opened, flooding the cell with light as Agent Frierson stepped just inside. I ignored him, continuing to stare at the opposite corner. "You do realize what you have done, don't you Frostbite?"

"Do you realize what you've done?" I asked softly. Steve had told me about the terrible things HYDRA had done. He explained what was done with project INSIGHT and how many people would've died for no reason. I hated death.

"We do what we must for the sake of humanity," Frierson frowned. "You know this, Frostbite."

"They said Winter was my brother," I whispered. "That my name is Elsie."

"The Avengers lied," he said firmly. "You don't know them. They leave destruction in their wake. They want to protect the world, but they don't want it to change. How is humanity saved if it's not allowed to evolve?

"The world needs our help Frostbite," he crouched down in front of me, "and you can help us get it there. All we need is you on our side."

I couldn't think straight. Everything he told me made sense. It was the same thing I had been told my whole life. 'The world needs change'. Except the Avengers showed me that people weren't the monsters that HYDRA had told me they were. 'Humanity cannot be trusted with it's own freedom'. The Avengers fought for that freedom. The world was doing just fine without freedom. I wanted my freedom.

"No," I said firmly. "HYDRA will not succeed. Captain America defeated you once and now there are five people just as powerful as him. I will never do HYDRA's bidding again."

"So be it," Frierson stood sharply. "Three days, no food. Keep her hydrated though." he said to the guards before the door was shut and I was left in the dark.

* * *

Winter woke up to a bright white room. His armor was gone and he was now wearing a pair of sweats and a baggy tshirt. When he tried to lift his arms to rub his eyes, he found them secured to the bed he was in. His cybernetic arm was disabled somehow.

A glass door slip open and a man with dark, curly hair walked in. His posture was hunched and he had a nervous look to his eyes but the man seemed to be no threat.

"Hey," the man said sitting down. "Frostbite told us you like to go by Winter. Is it okay if I call you that?" Winter stared at the man and jerked at the restraints around his right arm. He couldn't move his left. "Ya," the man rubbed the back of his neck. "Sorry about that, but until we know you won't try and kill us they are necessary. I can sit you up though." The man pushed a button and the bed tilted until Winter was sitting instead of lying down.

"Do you remember Frostbite?" the man asked. His fingers tapped nervously on his leg. The man wasn't scared of him though. Winter could tell that much.

Winter glared at the man and jerked his hand again. He wouldn't speak until they undid the bindings.

"I'm Bruce by the way," the man smiled gently. "Bruce Banner."

Winter finally looked away to glare into the corner of the room.

"Dr. Banner," a disembodied voice caused Winter to jump and begin scanning the room anxiously. "Captain Rogers would like to come in. Shall I let him?" Winter could feel Banner's eyes on him.

"Go ahead, JARVIS," Banner said. "It can't do any harm."

* * *

I shivered. There was no heating in the cell and the damp stone floor was stealing every bit of heat from my body. I could hear movement outside of my cell and made a mark on the wall. So far the shift had changed three times. It would most likely change another six times before I would be fed. One of the guards gave me a water bottle a while ago and already my mouth felt dry.

The door opened and a guard strode in. "Hello, beautiful," the guard leered at me as he walked closer. I scrambled backwards, fearing the worst but he merely dropped the water bottle in front of me before striding out with a backwards sadistic grin.

* * *

Captain Rogers strode into the room, his eyes automatically scanning the Winter Soldier for injury. He still struggled to remember that this wasn't Bucky. Not yet.

"Hey, Steve," Bruce said from where he sat next to Winter.

"Hi," Steve's eyes still didn't leave Winter's. Not even a flicker of recognition entered them. "How're you doing Bucky?"

Winter continued to glare at the captain as if that would be enough to kill him.

"We tended to all of your wounds and have you hooked up to an IV so that you won't become malnourished." Steve tried again. Winter's eyes flickered away.

"Where is she?" Winter finally mumbled.

"Who?" Steve pretended he had no idea who the soldier was talking about. The didn't want him to have a freak out.

"Frostbite?" Winter growled the name like it was loathsome. "The little girl. Where is she?" Steve sighed.

"HYDRA has her," Steve sighed. He waited for the blow up to happen but there was nothing.

"You have to save her." Steve nearly smiled at the brunettes words but he stopped himself.

"We plan on it."

* * *

The food was disgusting, I decided. It tasted like the opposite side of a wet dog and more than once I'd gagged as it had gone down, but it was food and I hadn't eaten in three days. Agent Frierson stood above me as I ate.

"Have you changed your mind?" he asked. His voice was so posh. It drove me insane.

"Nah," I considered switching to Russian since I knew he didn't speak it but decided against it. I didn't want that door to close yet. The light was so comforting. "I don't think that'll ever happen. You can torture me all you like but I ain't doin' nothin' for you." His eyebrow twitched at the word 'ain't' I bit down a victorious smile.

"Strucker is interested in you," Frierson tried a different method. "In fact, most of HYDRA's scientists would love to cut you open to see how you tick."

Images of live autopsies flashed through my mind and I bit my lip.

"But you need me alive?" I said unsure of the answer.

"They will not kill you," Frierson could tell he was gaining ground. "It will just cause you a good amount of pain." I weighed the options in my head but in the end I sighed.

"No," I told him wearily. "It's still not going to happen." Frierson growled and strode from the room.

"Tell Dr. Hall that he can have her," Frierson told someone outside the cell. I used the wall as support while getting to my feet and carefully approached the still open door. "She is useless to me in her state."

"Of course, sir." A minor agent scurried off.

* * *

"You can help," Steve said one day. "We don't have any leads on where the scepter or Frostbite is but with your help we could find it."

"I don't know." Winter toyed with the still disabled cybernetic limb. They restraints had disappeared today.

"She won't trust us," Steve said, "and if they wiped her memory she sure as hell won't remember us. You, though, you she'll remember."

"I don't even remember her," Winter snapped. "I don't remember you either."

"You will though," Steve tried to sooth his friend. "I haven't lied to you yet."

* * *

I ignored the clanging coming from the cell next to me. I didn't know, and didn't care who was in it, but I could tell they were putting up a fight.

"I need water," I told the guard outside my cell. I heard a grunt before receding footsteps. When he came back he opened the door shoving the bottled water towards me. It would have been easier if it was glass but I couldn't back out now. I threw my weight against the door tossing the guard back and slipped out of the cell. I slammed his own gun against his temple knocking him unconscious. The elevator was old and creaked as I stepped in. I paused inside the elevator when it reached the ground floor, waiting for someone to enter but when no one did I slunk out. A dart hit my throat the moment I was in view and I stumbled forward, desperate to escape. Dark spots fill my vision and I fell to my knees unable to hold myself up any longer.

As I fought unconsciousness, a pair of shoes appeared in front of me. "I'm looking forward to getting to know you better, Frostbite."

* * *

It took a month for Steve to convince Winter to help them find Frostbite.

"There is a bases in DC," Winter said, pointing to the map with this right hand. His left hung useless, still deactivated.

"Do you know where in DC?" Steve asked gently.

"A basement," Winter shrugged. "Downtown."

"Okay," Stark clapped, causing Winter to jump.

It sounded to much like a gunshot. "Let's see if we can find this place. JARVIS!"


	12. Chapter 12

**A/N: I didn't get a little teary eyed while writing this one. What are you talking about?**

 **No but seriously, this one gets super intense around the middle. Just a warning.**

* * *

I was curled into a ball in the corner of my cell. My stitches were infected but Dr. Hall refused to treat them. He wanted to see how fast my body would fight of the bacteria.

Shiver racked my body, the cell seeming colder than it actually was because of my fever. One of the guards for my cell kept peaking in, his eyes raking up and down my body like I was a brand new toy.

Carefully, I sat up, fighting down a groan and pulled up my shirt. Stitches ran from my belly button to my breasts in a 'Y' shape. I'd fallen unconscious shortly after being cut open and according to Dr. Hall, had died twice. A part of me wishes I'd stayed dead. Pus leaked from th3e wound and the stitches were swollen. I forced myself to look away, pulling down. It worried me that after a week it was still infected. I'd never been sick before. It wasn't something that happened but now, I wasn't healing.

I lied back down on the cot and tried to catch my breath. The pull on my skin when I breathed in was enough to make me tremble with pain.

The door opened and the creepy guard stepped in. He stared me up and down for a full minute before speaking.

"Hall needs you," he said holding open the door. I bit my lip, fighting back tears as I got to my feet. It didn't take anymore than a week of beatings for me to be complacent. I was easier.

The guard led me up to Dr Hall's lab. Inside he was diddling with a vial full of a blue something and a bed with straps. Memories flashed through my mind of when I was seven and the vial was purple.

"No," i stepped back only to run into the guard.

"Your immune system is compromised," Dr. Hall said., filling a needle. "Now is the time when the serum is most likely going to stay in your system long enough to take effect."

"Please, no," I writhed, trying to escape the guard's grip but all I did was pop a stitch. Blood stained my shirt as I was strapped into the cot. "Please," I begged.

Dr. Hall plunged the needle into my arm.

Immediately fire started to burn through my veins, and a scream ripped from my throat. It took less than a minute to fall unconscious.

* * *

Winter watched the archer as he sat at the table, laughing with the other Avengers. He didn't trust the an. He had as many secrets as the red-head.

Winter shifted uncomfortably in his chair, flexing his left arm, calmed by the sound of the shifting metal. Stark had reactivated it just yesterday.

He already hated the eccentric billionaire. He was loud, insensitive and seemed to have a personal vendetta against Winter.

"So," Stark spun in his chair so he was facing Steve. "Any news on the little frostling?"

"Why do you care?" Winter asked, speaking up. "You've said yourself that you hated her."

"Hated; past tense," Stark smirked. "She grew on me."

Winter didn't speak after that. The girl had been taken a month ago and Winter was slowly remembering her. The most vivid memory is when they first me and the confusing anguish he felt upon seeing her cheerful face.

"We got a hit on a face outside of Albany," Steve said, going into captain mode.

"Think she's there?" Natasha asked.

"I'm headed there with Same tomorrow." Steve glanced over at Winter. "You want to come with us Bucky?" Winter narrowed his eyes at the blond. He could see the longing in the man's eyes. It was plain to everyone just how much Steve wanted his best friend back. Winter couldn't help him. Bucky died in the 1940s.

"This won't be like that raid downtown," he asked suspiciously. It had been a HYDRA base, but HYDRA had been running a brothel out of it. Steve had been so read it looked like it hurt.

"No," Clint said with a grin. "This one won't be full of prostitutes. Your virgin eyes should be safe."

Winter snorted.

* * *

I had a nasty headache when I woke up. The room I was in was too bright to be my cell and the bed too soft. A constant beeping to my right was what had woken me.

"Where am I?" I murmured, looking around. The last thing I expected was an answer.

"The serums reacted poorly," Dr. Hall was standing at the foor of my bed. "Frierson ordered for your immediate car."

"I almost died again?" I asked running my hand along the blanket. It was fleece and it snagged at the dry skin on my hands.

"We did not know the specifics of your serums," Dr. Hall snapped as if I had accused him of something. He paused and took a deep breath before speaking again. "The Avengers raided a base nearby so we will be transferring you to a different facility farther north."

"Where?" I cut in.

"None of your concern," he turned to leave. "You will be sent off later today."

* * *

Winter checked once again that his rifle was clean and prepared as Steve examined the base set up against the cliff face. It was bigger than the one back in DC by a longshot. A plane had just landed and the HYDRA personnel were unloading boxes. A small one, maybe three foot by three foot was on a cart.

"It looks like our best bet is to wait until they are done unloading and head in that back entrance," Steve said, fully in Captain America mode.

Winter was already lying down lining up his first shot.

"Should we call in backup?" Sam asked, meaning Natasha. She was really the only back-up they would need. Steve's answer was cut off by Winter taking three consecutive shots. Three men fell.

"Or we could go charging in now," Steve sighed and took off down the hill they had taken cover on.

Winter took down HYDRA agent after HYDRA agent, clearing the fight out so that Steve and Sam could into the compound.

It was quick work taking out the men outside. Soon, agents were swarming out of the base and each one fell by a bullet from Winter's gun.

* * *

I shivered curling tighter into a ball, ignoring the twinge from my stitches. The wood of the box I was stuffed in was unsanded and occasionally I would find myself with slivers slipping into my skin. I could hear gunshots echoing around the canyon.

"Get the asset into the facility," an agent shouted. The cart that my box was on shifted as they began to move me into the compound. The temperature dropped around me as they moved me deeper. Eventually the cart stopped and I hear a door shut. The sound of cracking wood as they pried open the box echoed in the cement room.

"There's that pretty face." I peered out and saw the guard that had been leering at me every chance he got. The door was locked and the room empty, other than him.

"No," I whispered as he grabbed a handful of my hair. I was still too weak to fight back and by the time he left I was crying.

* * *

"Get down here, Bucky," Steve said over the com. Winter swung his rifle over his shoulder, attaching it to his back, as he ran down the hill.

The fighting had shifted into the bowels of the compound and at its center the Captain and Falcon fought ruthlessly.

"She's in here somewhere," Steve said. "Find her."

Winter took off down the hall, avoiding guards and agents. It was a scream that caught his attention. Distinctly female and young.

He took off at a sprint heading in the direction from which the sound came. He only ran into one soldier, and he didn't hesitate before snapping the man's neck.

A soft whimpering caught his attention as he passed a door that was open a crack. Winter pulled his pistol and slowly nudged open the door.

It was dark inside and it took a moment for his eyes to pick out the crumpled form on the ground. A sharp pain ran to his heart as he recognized the mess of brown hair.

"Frostbite," he said softly, stepping forward. She immediately went silent, and she tensed. "You're safe now," he crouched down. "I won't let them hurt you again."

Slowly, she turned, her eyes swimming with tears. "Winter?" she whispered. In a moment she was in his arms, sobbing into his shoulder. Winter nearly reared back but he stopped himself, instead wrapping his arms around the small woman.

His eyes were drawn to the blood on the floor and her clothes, torn in the corner.

"Shhh," Winter whispered in her ear before pulling back. Frostbite curled in on herself, trying to hide from her shame. Winter pulled off his jacket, handing it to her. Her shirt had been torn to pieces but her grey sweats were mostly in one piece. Winter tossed them to her. She whimpered as she pulled them on, obviously in pain. When she was dressed he slid his arms under legs and back and picker her up gently. She clung to him tightly, her face burrowed into his shoulder.

This was not the girl from his memories. She had been strong and bright, radiating happiness. The Frostbite he held in his arms was broken.

Winter made his way quickly towards the exit, stepping over the HYDRA agent with the snapped neck. The closer they got to the exit the louder the fighting became.

An agent flew past them, slamming into a wall and Steve turned the corner.

"What happened?" he asked taking in the two assassins.

"Later," Winter growled as Frostbite's arms tightened around his neck. She didn't want him to tell and he would respect that for now. Steve hesitated before nodding and turning around.

"Get out, Falcon," Steve said into the com. "We found her. We'll meet at the quinjet."

The super soldiers made their way quickly out of the base, heading for the quinjet. Falcon was the last one in and sat down in the pilot's seat taking off.

Winter gently laid the girl down on a cot, prying her arms from around his neck.

"Don't leave, Winter," she whimpered, curling into a ball.

"I need to go talk to Steve," he explained, feeling a pang of worry for the brunette. Frostbite turned away nodding. Winter suspected she was crying again but didn't say anything.


	13. Chapter 13

I could still feel the ache between my legs as I lied still on the cot. Steve and Winter were muttering to each other occasionally throwing glances at me. I could feel their eyes on me. Shame made my skin prickle.

Something like this had never happened before. I'd never even had to fight anyone off. HYDRA had alway made sure I was untouchable. I was there prize but now I felt so vulnerable. Not only that, but, despite being a beautiful woman, I'd never used my body to get what I wanted or to complete a mission. I had still been innocent.

Sleep tugged at the corners of my consciousness but I resisted. I knew that I would only have nightmares.

"Frostbite," I glanced over to see Steve crouched next to my cot.

"Go away," I murmured, rolling over.

"Do you want to talk about it?" he asked. I snorted but otherwise didn't answer Steve.

"Leave her alone," Winter ordered, going into protective mode. I heard Steve stand and his footsteps retreating.

The rest of the flight was spent in silence. Winter approached me when we landed.

"Do you need me to carry you or can you walk?" he asked gently. I considered the question for a moment before sitting up slowly and extending my arms out to him. Winter carefully picked me up, holding me close to his body.

The sun was too bright as we exited the quinjet and I burrowed in Winter's shoulder. I heard heels clicking as someone approached us. My grip tightened around Winter, scared of whoever was approaching.

"Let me take her and get her washed up," Pepper said in a gentle but stern voice. I shook my head, refusing to let go when Winter tried to put me down.

"Let go, Frostbite," Winter muttered. I whimpered and clung tighter to him. A gentle hand rested on my shoulder and I flinched.

"Come on," Natasha said softly. After a moment, I reluctantly let go of the assassin and turned to Natasha. I held out my arms and she sighed before Winter transferred me to her arms. "Your lucky your still so small, kid," she said.

"I'll always be this small," I mumbled into her shoulder. Natasha chuckled as she carried me into the tower.

I sat on the toilet, watching Natasha check the temperature of the shower water.

"You'll need to shower," she said, "even if it hurts to stand." I nodded, staring at the tile floor. "Will you need help undressing?" she crouched down in front of me. I blinked back tears and shook my head. Natasha sighed and stood, heading toward the door.

"I'm sorry," I said. It was a terrible feeling, being such a burden. I shouldn't be this weak. At HYDRA, being this weak would have meant a beating or isolation.

"Don't you dare apologize," she said in a low growl. "It's not your fault." She took a deep breath and stalked out of the bathroom with a backwards order to get in the shower.

I stared after her, shocked and slightly hurt. Slowly, I got to my feet, ignoring the pain deep in my gut. I stripped down and stepped into the stream of hot water, relishing the feel of the water, pounding against my skin. I scrubbed my skin hard, watching the blood wash from my thighs, turning the water pink. It hurt to see the blood, like a physical representation of my shame.

A stack of clean clothes were on the counter when I stepped out with a note from Pepper apologizing for Natasha's behaviour.

I dressed slowly, trying not to whimper when I moved wrong. The warm water had only helped so much.

Pepper was out in the hallway when I stepped out.

"Are you okay?" she asked stepping forward. I skittered backwards, still not trusting the woman. Pity crossed her face before she stepped back. "Everyone is waiting for you in the commons."

I didn't want to see anyone and I considered making a break for it when I sensed a presence behind me. I spun immediately taking a defensive stance until I recognised Winter.

"Leave me alone," I kept my eyes firmly fixed on the ground.

"Come on," his voice held none of the pity I expected. In fact, it held no emotion at all.

"I don't want to see them," I snapped.

"Then stay here and wallow in self-pity," he narrowed his eyes in warning.

"I think I deserve a little time to wallow," I whined. It made no sense that he was suddenly so hostile.

"No," he turned and began to walk towards the commons. He turned back when he realized I wasn't following. I swallowed thickly, fighting the tears that were building.

"Don't you get it?" I whispered. "I have been through Hell."

"You think I haven't?" he took a step toward me. "I'm only just starting to remember the experiments and the beatings I received. Compared to me, you were spoilt."

"Spoilt?!" I screeched. "I got beat to. I had my memory wiped when I was seven!"

"And I had mine once or twice a year," Winter was shaking, trying to stay in control.

"Screw you," I hisses before spinning on my heel and stalking past a nervous Pepper. I'd never seen the redhead so ruffled. It was probably the sight of two master assassins screaming at each other.

I had no idea where I was going as I turned random corners. It pissed me off that Winter couldn't see that I needed his support.

"Miss Frostbite," JARVIS' voice pulled me from my anger. "Mr. Stark would like you to come to his lab."

"Tell him no," I said leaning against the wall. There was a moment of silence before JARVIS spoke up again. "I'm afraid he insists."

"No," I pouted.

"Get down here, Snowflake," Stark's voice came over the speakers.

"Not happening Stark," I said.

"I'll tell a panicking Steve where you are," Stark threatened.

"Fine," I said quickly getting to my feet. Stark cut off the communication. Glancing around the hall it occurred to me that I had no idea where I was.

"Um, JARVIS?" I said uncertainly.

"Yes, Miss Frostbite?" the AI immediately replied.

"How do I get to where Stark is right now?"

JARVIS didn't reply but beneath my feet a glowing blue line appeared, going down the hall until it turned a corner.

I tilted my head and began following the line that eventually led to the elevator.

"Mr. Stark is on the 98th floor," JARVIS said as I stepped inside. I presses the button slowly before leaning back against the wall.

When it opened, I was surprised by the bullet proof glass and thousands of technologies that I had never see.

The door opened without prompting and I gazed around in awe as I took everything in.

"You impressed?" I jumped and saw Tony underneath a table.

"I've never…" I stumbled over my words as I walked over to where the eccentric billionaire was.

"Good," Stark smirked and continued writing on the bottom of the table. "Those HYDRA idiots can suck the dust of my genius."

"You're not terribly humble," I mused. Stark chuckled. I waited for him to start chewing me out or pitying me but he didn't. "What are you doing?" I finally asked, breaking the silence.

"I'm working on another AI," Tony said, closing down his work and turning to lean on the table, crossing his arms. "Steve says that you and your brother had a fight."

I narrowed my eyes, wondering what had happened to the billionaires usual sarcasm. "I don't see why you would care."

"Because I dislike the idea of two master assassins fighting in my building. Insurance wouldn't cover the damages," Tony smirked and I relaxed a little.

"Well as soon as he admits that he's wrong and apologizes, I'll let you know," I turned to leave the lab but Tony's next words cause me to pause.

"It's not the end of the world."

I turned slowly to face him, seeing a haunted look on his face. "What?"

"The assault," his jaw tightened. "It's not the end of the world."

"How would you know?" I sneered.

"You don't know what happened to me in Afghanistan?" he raised an eyebrow. I'd heard about how Stark had been kidnapped by a terrorist cell back in '08 but never any details.

"What happened?" I asked stepping closer. Stark's eyes darkened with memories.

"That's not the important part," he said tightly. "What matters is that I know how it feels to have the world torn down around you. To have everything you know challenged and to have to build yourself over from top to bottom." His jaw ticked subtly before he took a deep breath. "You can't hide yourself away from people and bury it deep inside. It will fester and you will end up putting both yourself and others at risk."

"Like you know-"

"I may not have been abused the way you were but I was damaged." He turned away. "Go find your brother before he punches a hole in my wall."

I stared at Stark for a moment before turning and stalking out of the lab.

I ran into Dr. Banner on my way out.

"Are you okay?" he asked, taking in my pissed off expression.

"Tony Stark is an arrogant prick," I huffed doing around the scientist.

I found Winter in our apartment, sitting in front of the TV. His shoulders were tensed and I could see the panel of his arm open. It lay limp in his lap. He must tried to fix a short on his own and broke something.

"What do you want?" he didn't move as he spoke.

"Do you need help with your arm?" I stood in front of the couch.

"No," he snapped glaring at his legs. I sat down next to him and peered into the panel. A wire had been ripped from its socket and whenever the arm shifted it would spark.

"Liar," I gave him a cautious smile that he didn't return. It wasn't like I expected him to but it still hurt a little. I smiled wider to cover it up.

Carefully I reached into his arm and pulled wire aside to see what was happening. Winter growled slightly but didn't push me anyway.

I'd seen HYUDRA engineers work on Winter's arm often enough to figure out how it worked and it wasn't hard to reattach the torn wire with some electrical tape and pliers.

I leaned back on the couch, watching the cheesy infomercial on the TV.

"Do you remember anything from before HYDRA?" he asked softly, none of the usual anger or apathy apparent in his voice.

"I'm not sure," I shrugged and bit my thumbnail. "I can remember a little girl named Elaine and an Aunt Karyn." Winter scrunched his face for a moment.

"I knew you," he whispered. "You were smaller, louder. But it was you." I took a sharp breath as he frowned. "The museum said Bucky had a little sister."

"Stark did a DNA test the moment he got me unconscious." I admitted reluctantly. Winter didn't react, he just waited for me to continue. "The DNA didn't exactly match anyone in his database but it did show that I had a relative." I stared at my hands. "Before HYDRA, my name was supposedly Elsie Geraldine Barnes."

Winter didn't speak for a long time. The sound of the TV filled the silence. "And for 3 payments of $29.95 this could be yours…"

"No one said anything," he muttered. I shrugged, not quite knowing what to say. I hadn't felt it was the time to tell him when he had attacked me back in my apartment. "I spent over a month here and they never said anything."

"They might have felt that it wasn't the right time," I offered weakly.

"They didn't tell me," he muttered, staring at his metal hand.

"Winter?" I placed my hand on his shoulder.

"And what that man did to you because I wasn't fast enough," anger leaked into his voice and he clenched his fist. His cybernetic arm started clicking softly. I tensed, fighting the memory of HIS hands touch me, defiling me. "I should have worked faster." I didn't respond. There wasn't anything to say.

We sat in silence the TV showing some teenage soap opera.

"Stark though you were going to punch a hole through the wall." I cut through the silence. WInter snorted, not turning away from the screen. "I think he's a jerk."

"Butthole is a more accurate term," Winter said deadpan. I glance over at him and saw a smirk pulling at his lips. I smiled wide and turned back to the TV.

I woke up on the couch, breathing heavily, my nightmare already fading. A worn quilt was draped over me and a pillow was under my head.

The room was mostly dark, though light from the city shone through the window to put me at ease. The curtains had been closed before I fell asleep.

Tomorrow would be a new day. HYDRA would not fall easily, not like SHIELD, but with the help of the Avengers, I would make it happen. Because it was time for spring to come.


	14. Final AN

**A/N: SOOOOOOOOOOOOOOOO the long journey is over. Did you like the ending?**

 **If you don't, that's fine because guess what there is a sequel. Yes, I'm am already working on the sequel and so far I hate it but you know, editing. I will hope to get the first chapter out by the end of the year. Maybe. It depends on school and family and life. Normal stuff right.**

 **So the sequel is called Spring Thaw and it is a series of one shots more than a consistent plot. I have also been seriously considering a ship. Who do you think I should ship her with if I were to make a ship, or should I not ship her with anyone?**

 **IDK if I should really do this but my friend, TheSocialbookworm also has a great CATWS fanfic if you want to check it out.**

 **You guys were all amazing and I sincerely appreciated every single review you guys gave me. I hope to be able to fulfill your expectations with the sequel. I mean, I'll write it even if I don't because I love Frostbite like she is my own child because she kind of is.**

 **Am I rambling? I'll just stop now.**

 **You all get a digital brownie because cookies are overrated. *blows kiss* Thank you all for your time!**


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